10-Q

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 September 30, 2023

or

☐ 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 October 31, 2023 there were 188,786,069 shares of Class A Common Stock, 34,450,000 shares of Class B Convertible Common Stock and 214,917,103 shares of Class C Common Stock outstanding.

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 September 30, 2023 (unaudited) and March 31, 2023	1
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended September 30, 2023 and 2022 (unaudited)	2
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended September 30, 2023 and 2022 (unaudited)	3
	Condensed Consolidated Statements of Stockholders' Equity for the Three and Six Months Ended September 30, 2023 and 2022 (unaudited)	4
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended September 30, 2023 and 2022 (unaudited)	6
	Notes to the Condensed Consolidated Financial Statements (unaudited)	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	42
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 5.	Other Information	43
Item 6.	Exhibits	43
SIGNATURES		45

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Under Armour, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited; In thousands, except share data)

	September 30, 2023		March 31, 2023
Assets
Current assets
Cash and cash equivalents	$	655,866	$	711,910
Accounts receivable, net (Note 3)	805,197		759,860
Inventories	1,143,872		1,190,253
Prepaid expenses and other current assets, net	266,825		297,563
Total current assets	2,871,760		2,959,586
Property and equipment, net (Note 4)	687,804		672,736
Operating lease right-of-use assets (Note 5)	449,210		489,306
Goodwill (Note 6)	474,443		481,992
Intangible assets, net (Note 7)	8,129		8,940
Deferred income taxes (Note 17)	196,932		186,167
Other long-term assets	58,275		58,356
Total assets	$	4,746,553	$	4,857,083
Liabilities and Stockholders' Equity
Current liabilities
Current maturities of long-term debt (Note 9)	$	80,919	$	—
Accounts payable	542,309		649,116
Accrued expenses	312,494		354,643
Customer refund liabilities (Note 12)	149,451		160,533
Operating lease liabilities (Note 5)	138,610		140,990
Other current liabilities	59,321		51,609
Total current liabilities	1,283,104		1,356,891
Long-term debt, net of current maturities (Note 9)	594,655		674,478
Operating lease liabilities, non-current (Note 5)	657,551		705,713
Other long-term liabilities	121,501		121,598
Total liabilities	2,656,811		2,858,680
Stockholders' equity (Note 11)
Class A Common Stock, $0.0003 1/3 par value; 400,000,000 shares authorized as of September 30, 2023 and March 31, 2023; 188,724,643 shares issued and outstanding as of September 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 September 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 September 30, 2023 and March 31, 2023; 214,688,628 shares issued and outstanding as of September 30, 2023 (March 31, 2023: 221,346,517)	71		73
Additional paid-in capital	1,162,548		1,136,536
Retained earnings	994,110		929,562
Accumulated other comprehensive income (loss)	(67,061)		(67,842)
Total stockholders' equity	2,089,742		1,998,403
Total liabilities and stockholders' equity	$	4,746,553	$	4,857,083

Commitments and Contingencies (Note 10)

See accompanying notes.

1

Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited; In thousands, except per share amounts)

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942
Cost of goods sold	814,715		860,051		1,523,991		1,578,911
Gross profit	751,995		713,834		1,359,731		1,344,031
Selling, general and administrative expenses	606,236		594,424		1,193,042		1,190,138
Income (loss) from operations	145,759		119,410		166,689		153,893
Interest income (expense), net	(373)		(3,555)		(1,999)		(9,560)
Other income (expense), net	(6,429)		(5,771)		(12,814)		(20,012)
Income (loss) before income taxes	138,957		110,084		151,876		124,321
Income tax expense (benefit)	29,494		22,251		33,465		27,908
Income (loss) from equity method investments	151		(908)		(248)		(1,806)
Net income (loss)	$	109,614	$	86,925	$	118,163	$	94,607
Basic net income (loss) per share of Class A, B and C common stock (Note 18)	$	0.25	$	0.19	$	0.27	$	0.21
Diluted net income (loss) per share of Class A, B and C common stock (Note 18)	$	0.24	$	0.19	$	0.26	$	0.20
Weighted average common shares outstanding Class A, B and C common stock
Basic	443,525		454,322		444,195		456,357
Diluted	453,715		464,141		454,107		466,143

See accompanying notes.

2

Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited; In thousands)

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net income (loss)	$	109,614	$	86,925	$	118,163	$	94,607
Other comprehensive income (loss):
Foreign currency translation adjustment	(12,631)		(16,974)		(8,078)		(40,499)
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense) of $(9,393) and $(10,907), for the three months ended September 30, 2023 and 2022, respectively; $(2,208) and $(20,086) for the six months ended September 30, 2023 and 2022, respectively.	26,486		49,412		18,230		91,894
Gain (loss) on intra-entity foreign currency transactions	(989)		(16,010)		(9,371)		(29,544)
Total other comprehensive income (loss)	12,866		16,428		781		21,851
Comprehensive income (loss)	$	122,480	$	103,353	$	118,944	$	116,458

See accompanying notes.

3

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 June 30, 2022	188,669	$	63	34,450	$	11	232,026	$	77	$	1,108,988	$	654,599	$	(34,663)	$	1,729,075
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	—	—		—	—		(50)	—		—		(450)		—		(450)
Class C Common Stock repurchased	—	—		—	—		(3,244)	(1)		(250)		(24,749)		—		(25,000)
Issuance of Class A Common Stock, net of forfeitures	20	—		—	—		—	—		—		—		—		—
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		280	—		1,022		—		—		1,022
Stock-based compensation expense	—	—		—	—		—	—		8,333		—		—		8,333
Comprehensive income (loss)	—	—		—	—		—	—		—		86,925		16,428		103,353
Balance as of September 30, 2022	188,689	$	63	34,450	$	11	229,012	$	76	$	1,118,093	$	716,325	$	(18,235)	$	1,816,333
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	—	—		—	—		(85)	—		—		(802)		—		(802)
Class C Common Stock repurchased	—	—		—	—		(9,913)	(3)		49,409		(99,406)		—		(50,000)
Issuance of Class A Common Stock, net of forfeitures	20	—		—	—		—	—		—		—		—		—
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		538	—		2,015		—		—		2,015
Stock-based compensation expense	—	—		—	—		—	—		19,708		—		—		19,708
Comprehensive income (loss)	—	—		—	—		—	—		—		94,607		21,851		116,458
Balance as of September 30, 2022	188,689	$	63	34,450	$	11	229,012	$	76	$	1,118,093	$	716,325	$	(18,235)	$	1,816,333

See accompanying notes.

4

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 June 30, 2023	188,705	$	63	34,450	$	11	222,060	$	73	$	1,149,183	$	936,007	$	(79,927)	$	2,005,410
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	—	—		—	—		(32)	—		—		(214)		—		(214)
Excise tax on repurchases of common stock	—	—		—	—		—	—		(425)		—		—		(425)
Class C Common Stock repurchased	—	—		—	—		(7,616)	(2)		1,299		(51,297)		—		(50,000)
Issuance of Class A Common Stock, net of forfeitures	20	—		—	—		—	—		—		—		—		—
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		277	—		911		—		—		911
Stock-based compensation expense	—	—		—	—		—	—		11,580		—		—		11,580
Comprehensive income (loss)	—	—		—	—		—	—		—		109,614		12,866		122,480
Balance as of September 30, 2023	188,725	$	63	34,450	$	11	214,689	$	71	$	1,162,548	$	994,110	$	(67,061)	$	2,089,742
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	—	—		—	—		(333)	—		—		(2,318)		—		(2,318)
Excise tax on repurchases of common stock	—	—		—	—		—	—		(425)		—		—		(425)
Class C Common Stock repurchased	—	—		—	—		(7,616)	(2)		1,299		(51,297)		—		(50,000)
Issuance of Class A Common Stock, net of forfeitures	20	—		—	—		—	—		—		—		—		—
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		1,291	—		1,781		—		—		1,781
Stock-based compensation expense	—	—		—	—		—	—		23,357		—		—		23,357
Comprehensive income (loss)	—	—		—	—		—	—		—		118,163		781		118,944
Balance as of September 30, 2023	188,725	$	63	34,450	$	11	214,689	$	71	$	1,162,548	$	994,110	$	(67,061)	$	2,089,742

See accompanying notes.

5

Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited; In thousands)

	Six Months Ended September 30,
	2023		2022
Cash flows from operating activities
Net income (loss)	$	118,163	$	94,607
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization	71,177		68,007
Unrealized foreign currency exchange rate (gain) loss	21,145		16,338
Loss on disposal of property and equipment	696		1,074
Amortization of bond premium and debt issuance costs	1,096		1,096
Stock-based compensation	23,357		19,708
Deferred income taxes	(10,788)		(2,021)
Changes in reserves and allowances	18,471		4,452
Changes in operating assets and liabilities:
Accounts receivable	(52,721)		(90,331)
Inventories	33,270		(266,824)
Prepaid expenses and other assets	(10,934)		(15,486)
Other non-current assets	49,659		(36,932)
Accounts payable	(120,353)		167,149
Accrued expenses and other liabilities	(75,751)		19,034
Customer refund liability	(11,244)		(5,475)
Income taxes payable and receivable	9,000		23,105
Net cash provided by (used in) operating activities	64,243		(2,499)
Cash flows from investing activities
Purchases of property and equipment	(84,144)		(93,864)
Earn-out from the sale of MyFitnessPal platform	45,000		35,000
Net cash provided by (used in) investing activities	(39,144)		(58,864)
Cash flows from financing activities
Common shares repurchased	(50,000)		(50,000)
Employee taxes paid for shares withheld for income taxes	(2,318)		(803)
Proceeds from exercise of stock options and other stock issuances	1,781		2,015
Net cash provided by (used in) financing activities	(50,537)		(48,788)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(28,671)		(43,962)
Net increase (decrease) in cash, cash equivalents and restricted cash	(54,109)		(154,113)
Cash, cash equivalents and restricted cash
Beginning of period	727,726		1,022,126
End of period	$	673,617	$	868,013
Non-cash investing and financing activities
Change in accrual for property and equipment	$	(10,333)	$	866

Reconciliation of cash, cash equivalents and restricted cash	September 30, 2023		September 30, 2022
Cash and cash equivalents	$	655,866	$	853,652
Restricted cash	17,751		14,361
Total cash, cash equivalents and restricted cash	$	673,617	$	868,013

See accompanying notes.

6

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 Stockholders' 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 September 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 and six months ended September 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 half of Fiscal 2024.

7

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 of the Condensed Consolidated Financial Statements 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 September 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	6,570		—
Write-offs, net of recoveries	(67)		—
Balance as of September 30, 2023	$	17,316	$	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 September 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	480,807	$	462,721
Furniture, fixtures and displays	289,449		289,539
Buildings	68,230		48,632
Software	392,474		380,586
Office equipment	133,474		132,301
Plant equipment	178,195		178,194
Land	82,410		83,626
Construction in progress (1)	145,308		143,243
Other	16,810		17,837
Subtotal property and equipment	1,787,157		1,736,679
Accumulated depreciation	(1,099,353)		(1,063,943)
Property and equipment, net	$	687,804	$	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 for the three and six months ended September 30, 2023 was $34.7 million and $70.4 million, respectively (three and six months ended September 30, 2022: $33.2 million and $67.1 million, respectively).

8

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 and six months ended September 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating lease costs	$	41,632	$	36,010	$	82,723	$	71,565
Variable lease costs	$	2,056	$	4,360	$	4,812	$	7,983

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 September 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.93		8.03
Weighted average discount rate	4.89	%	4.69	%

Supplemental Cash Flow Information

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating cash outflows from operating leases	$	44,704	$	42,254	$	88,318	$	84,119
Leased assets obtained in exchange for new operating lease liabilities	$	16,079	$	87,971	$	21,459	$	107,560

Maturity of Lease Liabilities

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

Fiscal year ending March 31,
2024 (six months ending)	$	84,596
2025	164,966
2026	132,655
2027	110,184
2028	92,718
2029 and thereafter	372,202
Total lease payments	$	957,321
Less: Interest	161,160
Total present value of lease liabilities	$	796,161

As of September 30, 2023, the Company has additional operating lease obligations that have not yet commenced of approximately $9.3 million, which are not reflected in the table above.

9

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	—		(2,622)		(4,927)		—		(7,549)
Balance as of September 30, 2023	$	301,371	$	98,474	$	74,598	$	—	$	474,443

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 September 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,442		(4,918)		3,524
Lease-related intangible assets	1-15	1,690		(1,592)		98
Total		$	10,132	$	(6,510)	$	3,622
Indefinite-lived intangible assets						4,507
Intangible assets, net						$	8,129

	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, for the three and six months ended September 30, 2023 was $0.4 million and $0.7 million, respectively (three and six months ended September 30, 2022: $0.5 million and $0.9 million, respectively).

During the six months ended September 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 September 30, 2023:

Fiscal year ending March 31,
2024 (six months ending)	$	747
2025	1,494
2026	1,372
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	3,622

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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 $175.8 million as of September 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 September 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	(687)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(62)		(267)
Unamortized debt issuance costs - Senior Notes	(1,459)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,137)		(3,632)
Total amount outstanding	675,574		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	$	594,655	$	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 September 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 September 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 September 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 September 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 September 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, which 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, was $5.5 million and $11.3 million, respectively, for the three and six months ended September 30, 2023 (three and six months ended September 30, 2022: $6.5 million and $13.2 million, respectively).

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

Fiscal year ending March 31,
2024 (six 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 September 14, 2020, the District Court issued an order that, among other things, consolidated two additional securities cases into the Consolidated Securities Action.

The operative complaint (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.

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. Discovery in the Consolidated Securities Action concluded on August 31, 2023. On October 2, 2023, the Company and Mr. Plank filed a motion for summary judgment seeking an order dismissing the Consolidated Securities Action with prejudice. Briefing on that motion is not yet complete. The District Court has scheduled trial to begin on July 15, 2024.

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

Consolidated Kenney Derivative Litigation

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 action 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 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 Kenney 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 Kenney Derivative Action.

The Company believes that the claims asserted in the Consolidated Kenney 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.

Consolidated Paul Derivative Litigation

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 “Paul 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.

On April 24, 2023, the Derivative Lead Plaintiffs designated an operative complaint in the Paul Derivative Action. The operative complaint named 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 named the Company as a nominal defendant. It asserted 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

15

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 asserted breach of fiduciary duty and unjust enrichment claims against the defendants and asserted a contribution claim against certain defendants. The operative complaint sought damages on behalf of the Company and also sought certain corporate governance related actions.

The Company and the defendants filed a motion to dismiss the operative complaint on June 23, 2023. The District Court granted that motion on September 27, 2023, dismissing the Paul Derivative Action without prejudice, due to lack of subject matter jurisdiction.

Paul, one of the plaintiffs in the Paul Derivative Action, has filed a motion seeking reconsideration of the dismissal decision or leave to amend the complaint. Briefing on that motion will be completed as of November 8, 2023.

On October 27, 2023, the plaintiffs in the Paul Derivative Action other than Paul filed a stockholder derivative complaint in Maryland state court (in a case captioned Viskovich, et al. v. Plank, et al). The complaint asserts claims similar to those that had been asserted in the operative complaint in the Paul Derivative Action before that action was dismissed and seeks similar remedies (including damages and certain corporate governance related actions). The 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. The defendants and the Company are not under any present obligation to respond to the complaint in the Viskovich action.

The Company believes that the claims asserted in the Paul Derivative Action and the Viskovich 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 September 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, seeking reimbursement for amounts 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 for the remaining claims in this matter is unknown.

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.

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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 September 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 September 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.

During the three months ended September 30, 2023, the Company entered into a supplemental confirmation (the "August 2023 ASR Agreement") of an accelerated share repurchase transaction with JPMorgan Chase Bank, National Association ("JPMC") to repurchase $50.0 million of the Company's Class C Common Stock, and received a total of 7.6 million shares of Class C Common Stock from JPMC, which were immediately retired. As a result, $51.3 million was recorded to retained earnings to reflect the difference between the market price of the Class C Common Stock repurchased and its par value. No shares were repurchased under the share repurchase program during the three months ended June 30, 2023.

During the three and six months ended September 30, 2022, pursuant to the previously disclosed accelerated share repurchase transactions, the Company repurchased 3.2 million and 9.9 million shares of Class C Common Stock, respectively, which were immediately retired.

As of September 30, 2023, the Company has repurchased a total of $475 million or 42.5 million outstanding shares of its Class C Common Stock under its share repurchase program.

On August 16, 2022, the Inflation Reduction Act (the "Act") was enacted and signed into law in the United States, which imposed a 1.0% excise tax on corporate stock repurchases in tax years beginning after December 31, 2022. As a result, the Company accrued $0.4 million of excise tax in connection with the share repurchases completed during the six months ended September 30, 2023, which was recorded in other current liabilities on the Condensed Consolidated Balance Sheets as of September 30, 2023.

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NOTE 12. REVENUES

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Apparel	$	1,070,437	$	1,038,268	$	1,895,097	$	1,906,696
Footwear	351,202		375,885		714,872		723,136
Accessories	113,933		111,117		211,795		207,948
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Wholesale	$	939,725	$	948,154	$	1,681,683	$	1,739,840
Direct-to-consumer	595,847		577,116		1,140,081		1,097,940
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

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 September 30, 2023		As of March 31, 2023
Customer refund liability	$	149,451	$	160,533
Inventory associated with reserves for sales returns	$	33,722	$	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 September 30, 2023, contract liabilities were $23.4 million (March 31, 2023: $25.9 million).

For the three and six months ended September 30, 2023, the Company recognized approximately $1.9 million and $5.1 million, respectively, of revenue that was previously included in contract liabilities as of March 31, 2023. For the three and six months ended September 30, 2022, the Company recognized approximately $1.3 million and $6.1 million, respectively, 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 for the three and six months ended September 30, 2023 of $3.4

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million and $6.7 million, respectively (three and six months ended September 30, 2022: $2.6 million and $4.2 million, respectively).

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 September 30, 2023, the Deferred Compensation Plan obligations, which are included in other long-term liabilities on the Condensed Consolidated Balance Sheets, were $14.3 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 September 30, 2023, the assets held in the Rabbi Trust were trust owned life insurance ("TOLI") policies with cash-surrender values of $7.7 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 of the Condensed Consolidated Financial Statements 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. Fourth 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 2033. As of September 30, 2023, 8.3 million Class A shares and 33.1 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 and six months ended September 30, 2023 was $10.0 million and $20.3 million, respectively (three and six months ended September 30, 2022: $8.3 million and $19.7 million, respectively). As of September 30, 2023, the Company had $97.8 million of unrecognized compensation expense related to these awards expected to be recognized over a weighted average period of 2.16 years. The unrecognized expense does not include any expense related to performance-based restricted stock unit awards for which the performance targets have been deemed improbable as of September 30, 2023. 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 September 30, 2023.

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Employee Stock Purchase Plan

The Company's Employee Stock Purchase Plans (the "ESPPs") allow 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 ESPPs. As of September 30, 2023, 2.7 million Class A shares and 0.8 million Class C shares are available for future purchases under the ESPPs. During the three and six months ended September 30, 2023, 156.9 thousand and 302.1 thousand Class C shares, respectively, were purchased under the ESPPs (three and six months ended September 30, 2022: 171.6 thousand and 293.0 thousand, respectively).

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 and six months ended September 30, 2023 was $2.4 million and $4.7 million, respectively (three and six months ended September 30, 2022: $0.8 million and $1.7 million, respectively). As of September 30, 2023, the Company had $75.2 million of unrecognized compensation expense associated with these awards expected to be recognized over a weighted average period of 10.61 years.

Summary by Award Classification:

Stock Options

A summary of the Company's stock options activity for the six months ended September 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 September 30, 2023	1,578	$	19.44	4.32	$	—
Options exercisable at September 30, 2023	1,503	$	19.66	4.22	$	—

Restricted Stock and Restricted Stock Unit Awards

A summary of the Company's restricted stock and restricted stock unit awards activity for the six months ended September 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	18,267	7.72
Forfeited	(1,650)	10.49
Vested	(1,088)	14.64
Outstanding at September 30, 2023	23,187	$	8.96

    

The awards outstanding at September 30, 2023 in the table above includes 1.7 million and 0.9 million of performance-based restricted stock units that were awarded to certain executives and key employees under the 2005 Plan during the three months ended September 30, 2023 and Fiscal 2023, respectively. The performance-based restricted stock units awarded during the three months ended September 30, 2023 and Fiscal 2023 have a

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weighted average fair value of $6.92 and $9.13, respectively, 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 the targets for the performance-based restricted stock units awarded during Fiscal 2023 to be improbable and recorded a reversal of previously recorded expense of $0.9 million during the three months ended September 30, 2023. Inclusive of this reversal, during the three and six months ended September 30, 2023, the Company recorded stock-based compensation expense of ($0.7) million and ($0.5) million, respectively, relating to these awards (three and six months ended September 30, 2022: $0.9 million and $1.3 million, respectively).

The Company deemed the achievement of the targets for the performance-based restricted stock units awarded during the three months ended September 30, 2023 to be probable and recorded stock-based compensation expense of $0.4 million related to these awards.

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.

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:

	September 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	18,235	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	7,705	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,340)	$	—	$	—	$	(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 September 30, 2023, the fair value of the Convertible Senior Notes was $80.1 million (March 31, 2023: $85.8 million).

As of September 30, 2023, the fair value of the Senior Notes was $540.0 million (March 31, 2023: $553.9 million).

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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 September 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.

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	September 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	28,690	$	22,473
Foreign currency contracts	Other long-term assets	8,670		619
Total derivative assets designated as hedging instruments		$	37,360	$	23,092
Foreign currency contracts	Other current liabilities	$	17,215	$	21,622
Foreign currency contracts	Other long-term liabilities	382		5,769
Total derivative liabilities designated as hedging instruments		$	17,597	$	27,391
Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	116	$	3,408
Total derivative assets not designated as hedging instruments		$	116	$	3,408
Foreign currency contracts	Other current liabilities	$	379	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	379	$	6,567

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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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,566,710	$	1,071	$	1,573,885	$	13,697	$	2,883,722	$	5,546	$	2,922,942	$	20,251
Cost of goods sold	$	814,715	$	(523)	$	860,051	$	(891)	$	1,523,991	$	(229)	$	1,578,911	$	(2,839)
Interest income (expense), net	$	(373)	$	(9)	$	(3,555)	$	(9)	$	(1,999)	$	(18)	$	(9,560)	$	(18)
Other income (expense), net	$	(6,429)	$	—	$	(5,771)	$	—	$	(12,814)	$	—	$	(20,012)	$	—

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

	Balance as of June 30, 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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(20,214)	$	36,418	$	548	$	15,656
Interest rate swaps	(449)		—		(9)		(440)
Total designated as cash flow hedges	$	(20,663)	$	36,418	$	539	$	15,216

	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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	25,737	$	5,317	$	15,656
Interest rate swaps	(458)		—		(18)		(440)
Total designated as cash flow hedges	$	(5,222)	$	25,737	$	5,299	$	15,216

	Balance as of June 30, 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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	51,693	$	73,116	$	12,806	$	112,003
Interest rate swaps	(486)		—		(9)		(477)
Total designated as cash flow hedges	$	51,207	$	73,116	$	12,797	$	111,526

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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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	129,374	$	17,412	$	112,003
Interest rate swaps	(495)		—		(18)		(477)
Total designated as cash flow hedges	$	(454)	$	129,374	$	17,394	$	111,526

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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,429)	$	(2,259)	$	(5,771)	$	(849)	$	(12,814)	$	(4,571)	$	(20,012)	$	(4,851)

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 September 30, 2023, the aggregate notional value of the Company's outstanding cash flow hedges was $1,227.0 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 September 30, 2023, the total notional value of the Company's outstanding undesignated derivative instruments was $429.2 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

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 21.2% and 20.2% for the three months ended September 30, 2023 and 2022, respectively. The change in the Company’s effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the three months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

The effective rates for income taxes were 22.0% and 22.4% for the six months ended September 30, 2023 and 2022, respectively. The change in the Company’s effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the six months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

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 September 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 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Numerator
Net income (loss) - Basic	$	109,614	$	86,925	$	118,163	$	94,607
Interest on Convertible Senior Notes due 2024, net of tax	225		225		450		449
Net income (loss) - Diluted	$	109,839	$	87,150	$	118,613	$	95,056
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	443,525		454,322		444,195		456,357
Dilutive effect of Class A, B, and C securities	1,948		1,577		1,670		1,544
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242		8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	453,715		464,141		454,107		466,143
Class A and Class C securities excluded as anti-dilutive (1)	13,793		7,712		18,193		8,085
Basic net income (loss) per share of Class A, B and C common stock	$	0.25	$	0.19	$	0.27	$	0.21
Diluted net income (loss) per share of Class A, B and C common stock	$	0.24	$	0.19	$	0.26	$	0.20

(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, if any; 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:

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	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net revenues
North America	$	991,393	$	1,011,823	$	1,818,045	$	1,921,179
EMEA	287,091		262,679		513,732		467,860
Asia-Pacific	232,065		225,729		434,297		402,394
Latin America	53,669		58,162		109,408		107,605
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating income (loss)
North America	$	215,457	$	209,206	$	373,508	$	399,130
EMEA	40,697		35,895		71,646		54,076
Asia-Pacific	54,608		46,134		70,006		66,079
Latin America	13,644		7,177		19,421		13,411
Corporate Other	(178,647)		(179,002)		(367,892)		(378,803)
Total operating income (loss)	145,759		119,410		166,689		153,893
Interest expense, net	(373)		(3,555)		(1,999)		(9,560)
Other income (expense), net	(6,429)		(5,771)		(12,814)		(20,012)
Income (loss) before income taxes	$	138,957	$	110,084	$	151,876	$	124,321

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 and six months ended September 30, 2023 compared with the three and six months ended September 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

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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;

•our ability to effectively drive operational efficiency in our business;

•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;

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•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 first half of Fiscal 2024, we faced a challenging retail environment, particularly in North America, that included higher promotions and discounting related to industry-wide elevated inventory balances as well as lower demand in our wholesale channel.

Quarterly Results

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

•Total net revenues decreased 0.5%.

•Within our channels, wholesale revenue decreased 0.9% and direct-to-consumer revenue increased 3.2%.

•Within our product categories, apparel revenue increased 3.1%, footwear revenue decreased 6.6%, and accessories revenue increased 2.5%.

•Net revenue decreased 2.0% in North America, increased 9.3% in Europe, Middle East and Africa ("EMEA"), increased 2.8% in Asia-Pacific, and decreased 7.7% in Latin America.

•Gross margin increased 260 basis points to 48.0%.

•Selling, general and administrative expenses increased 2.0%.

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 conflicts around the world on the 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.

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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. 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942
Cost of goods sold	814,715		860,051		1,523,991		1,578,911
Gross profit	751,995		713,834		1,359,731		1,344,031
Selling, general and administrative expenses	606,236		594,424		1,193,042		1,190,138
Income (loss) from operations	145,759		119,410		166,689		153,893
Interest income (expense), net	(373)		(3,555)		(1,999)		(9,560)
Other income (expense), net	(6,429)		(5,771)		(12,814)		(20,012)
Income (loss) before income taxes	138,957		110,084		151,876		124,321
Income tax expense (benefit)	29,494		22,251		33,465		27,908
Income (loss) from equity method investments	151		(908)		(248)		(1,806)
Net income (loss)	$	109,614	$	86,925	$	118,163	$	94,607

	Three Months Ended September 30,				Six Months Ended September 30,
(As a percentage of net revenues)	2023		2022		2023		2022
Net revenues	100.0	%	100.0	%	100.0	%	100.0	%
Cost of goods sold	52.0	%	54.6	%	52.8	%	54.0	%
Gross profit	48.0	%	45.4	%	47.2	%	46.0	%
Selling, general and administrative expenses	38.7	%	37.8	%	41.4	%	40.7	%
Income (loss) from operations	9.3	%	7.6	%	5.8	%	5.3	%
Interest income (expense), net	—	%	(0.2)	%	(0.1)	%	(0.3)	%
Other income (expense), net	(0.4)	%	(0.4)	%	(0.4)	%	(0.7)	%
Income (loss) before income taxes	8.9	%	7.0	%	5.3	%	4.3	%
Income tax expense (benefit)	1.9	%	1.4	%	1.2	%	1.0	%
Loss from equity method investment	—	%	(0.1)	%	—	%	(0.1)	%
Net income (loss)	7.0	%	5.5	%	4.1	%	3.2	%

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:

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	Three Months Ended September 30,								Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)		2023		2022		Change ($)		Change (%)
Net Revenues by Product Category
Apparel	$	1,070,437	$	1,038,268	$	32,169	3.1	%	$	1,895,097	$	1,906,696	$	(11,599)	(0.6)	%
Footwear	351,202		375,885		(24,683)		(6.6)	%	714,872		723,136		(8,264)		(1.1)	%
Accessories	113,933		111,117		2,816		2.5	%	211,795		207,948		3,847		1.8	%
Net Sales	1,535,572		1,525,270		10,302		0.7	%	2,821,764		2,837,780		(16,016)		(0.6)	%
License revenues	28,646		33,123		(4,477)		(13.5)	%	53,718		61,258		(7,540)		(12.3)	%
Corporate Other (1)	2,492		15,492		(13,000)		(83.9)	%	8,240		23,904		(15,664)		(65.5)	%
Total net revenues	$	1,566,710	$	1,573,885	$	(7,175)	(0.5)	%	$	2,883,722	$	2,922,942	$	(39,220)	(1.3)	%
Net Revenues by Distribution Channel
Wholesale	$	939,725	$	948,154	$	(8,429)	(0.9)	%	$	1,681,683	$	1,739,840	$	(58,157)	(3.3)	%
Direct-to-consumer	595,847		577,116		18,731		3.2	%	1,140,081		1,097,940		42,141		3.8	%
Net Sales	1,535,572		1,525,270		10,302		0.7	%	2,821,764		2,837,780		(16,016)		(0.6)	%
License revenues	28,646		33,123		(4,477)		(13.5)	%	53,718		61,258		(7,540)		(12.3)	%
Corporate Other (1)	2,492		15,492		(13,000)		(83.9)	%	8,240		23,904		(15,664)		(65.5)	%
Total net revenues	$	1,566,710	$	1,573,885	$	(7,175)	(0.5)	%	$	2,883,722	$	2,922,942	$	(39,220)	(1.3)	%

(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 increased by $10.3 million, or 0.7%, to $1,535.6 million during the three months ended September 30, 2023 from $1,525.3 million during the three months ended September 30, 2022. Apparel increased primarily due to higher average selling prices, partially offset by lower unit sales. Footwear decreased primarily due to lower unit sales, partially offset by higher average selling prices. Accessories increased primarily due to higher average selling prices and the impact of foreign exchange rates, partially offset by lower unit sales. From a channel perspective, the increase in net sales was due to an increase in direct-to-consumer, partially offset by a decrease in wholesale.

Net sales decreased by $16.0 million, or 0.6%, to $2,821.8 million during the six months ended September 30, 2023 from $2,837.8 million during the six months ended September 30, 2022. Apparel decreased primarily due to lower unit sales, partially offset by higher average selling prices and favorable channel and regional mix. Footwear decreased primarily due to lower unit sales, partially offset by higher average selling prices. Accessories increased primarily due to higher average selling prices, partially offset by lower unit sales. 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.

License Revenues

License revenues decreased by $4.5 million or 13.5%, to $28.6 million during the three months ended September 30, 2023, from $33.1 million during the three months ended September 30, 2022. This was primarily due to lower revenues from our licensing partners in the North America region and from our Japanese licensee.

License revenues decreased by $7.5 million or 12.3%, to $53.7 million during the six months ended September 30, 2023, from $61.3 million during the six months ended September 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

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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 $20.7 million and $39.1 million for the three and six months ended September 30, 2023 (three and six months ended September 30, 2022: $20.2 million and $38.1 million, respectively).

Gross profit increased by $38.2 million to $752.0 million during the three months ended September 30, 2023, as compared to $713.8 million during the three months ended September 30, 2022. Gross profit as a percentage of net revenues, or gross margin, increased to 48.0% from 45.4%. This increase in gross margin of 260 basis points was primarily driven by positive impacts of approximately:

•410 basis points from supply chain benefits, mainly due to lower freight costs.

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

•120 basis points from unfavorable pricing due to deep discounts in our sales to the off-price channel;

•20 basis points from unfavorable channel mix related to a higher percentage of off-price sales; and

•10 basis points from changes in foreign currency.

Gross profit increased by $15.7 million to $1,359.7 million during the six months ended September 30, 2023, as compared to $1,344.0 million during the six months ended September 30, 2022. Gross profit as a percentage of net revenues, or gross margin, increased to 47.2% from 46.0%. This increase in gross margin of 120 basis points was primarily driven by positive impacts of approximately:

•370 basis points from supply chain benefits, mainly due to lower freight costs.

This was partially offset by negative impacts of approximately:

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

•40 basis points from changes in foreign currency; and

•10 basis points from unfavorable regional mix.

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 September 30,								Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)		2023		2022		Change ($)		Change (%)
Selling, General and Administrative Expenses	$	606,236	$	594,424	$	11,812	2.0	%	$	1,193,042	$	1,190,138	$	2,904	0.2	%

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Selling, general and administrative expenses increased by $11.8 million, or 2.0%, during the three months ended September 30, 2023 as compared to the three months ended September 30, 2022. Within selling, general and administrative expense:

•Marketing costs increased $11.5 million or 8.0%, due to an increase in marketing activities during the period. As a percentage of net revenues, marketing costs increased to 9.9% from 9.1%.

•Other costs increased $0.3 million or 0.1%, primarily driven by higher non-salaried wages and facility related expenses, partially offset by lower legal expenses resulting from an accrual in the prior year for certain ongoing legal proceedings, and lower consulting expenses. As a percentage of net revenues, other costs increased to 28.8% from 28.6%.

As a percentage of net revenues, selling, general and administrative expenses increased to 38.7% during the three months ended September 30, 2023 as compared to 37.8% during the three months ended September 30, 2022.

Selling, general and administrative expenses increased by $2.9 million, or 0.2%, during the six months ended September 30, 2023 as compared to the six months ended September 30, 2022. Within selling, general and administrative expense:

•Marketing costs decreased $2.4 million or 0.8%, due to a reduction in marketing activities during the period. As a percentage of net revenues, marketing costs remained flat at 10.2%.

•Other costs increased $5.3 million or 0.6%, primarily driven by higher salaries, facility related expenses and distribution and selling expenses, partially offset by lower legal expenses resulting from an accrual in the prior year for certain ongoing legal proceedings, consulting expenses and non-salaried wages. As a percentage of net revenues, other costs increased to 31.2% from 30.6%.

As a percentage of net revenues, selling, general and administrative expenses increased to 41.4% during the six months ended September 30, 2023 as compared to 40.7% during the six months ended September 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 September 30,								Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)		2023		2022		Change ($)		Change (%)
Interest expense, net	$	373	$	3,555	$	(3,182)	(89.5)	%	$	1,999	$	9,560	$	(7,561)	(79.1)	%

Interest expense, net decreased by $3.2 million to $0.4 million during the three months ended September 30, 2023. This was due to an increase in interest income of $2.1 million, resulting from higher interest rates, and a decrease in interest expense of $1.0 million. See Note 9 to our Condensed Consolidated Financial Statements.

Interest expense, net decreased by $7.6 million to $2.0 million during the six months ended September 30, 2023. This was due to an increase in interest income of $5.7 million, resulting from higher interest rates, and a decrease in interest expense of $1.9 million. 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 September 30,								Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)		2023		2022		Change ($)		Change (%)
Other income (expense), net	$	(6,429)	$	(5,771)	$	(658)	(11.4)	%	$	(12,814)	$	(20,012)	$	7,198	36.0	%

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Other expense, net increased by $0.7 million to $6.4 million during the three months ended September 30, 2023. This was primarily due to an increase in losses on foreign currency hedges of $1.4 million, partially offset by a net gain from changes in foreign currency exchange rates of $0.7 million.

Other expense, net decreased by $7.2 million to $12.8 million during the six months ended September 30, 2023. This was primarily due to a decrease in losses from changes in foreign currency exchange rates of $5.7 million and on foreign currency hedges of $0.3 million.

Income Tax Expense (Benefit)

	Three Months Ended September 30,								Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)		2023		2022		Change ($)		Change (%)
Income tax expense (benefit)	$	29,494	$	22,251	$	7,243	32.6	%	$	33,465	$	27,908	$	5,557	19.9	%

Income tax expense increased $7.2 million to $29.5 million during the three months ended September 30, 2023 from income tax expense of $22.3 million during the three months ended September 30, 2022. For the three months ended September 30, 2023, our effective tax rate was 21.2% compared to 20.2% for the same period in the prior fiscal year. The change in our effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the three months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

Income tax expense increased $5.6 million to $33.5 million during the six months ended September 30, 2023 from income tax expense of $27.9 million during the six months ended September 30 ,2022. For the six months ended September 30, 2023, our effective tax rate was 22.0% compared to 22.4% for the same period in the prior fiscal year. The change in our effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the six months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

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 supply chain and innovation, and other corporate support functions; (iii) restructuring and restructuring related charges, if any; 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.

Three Months Ended September 30, 2023 Compared to Three Months Ended September 30, 2022

Net Revenues

	Three Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	991,393	$	1,011,823	$	(20,430)	(2.0)	%
EMEA	287,091		262,679		24,412		9.3	%
Asia-Pacific	232,065		225,729		6,336		2.8	%
Latin America	53,669		58,162		(4,493)		(7.7)	%
Corporate Other (1)	2,492		15,492		(13,000)		(83.9)	%
Total net revenues	$	1,566,710	$	1,573,885	$	(7,175)	(0.5)	%

(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.

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

•Net revenues in our North America region decreased by $20.4 million, or 2.0%, to $991.4 million from $1,011.8 million. This was driven by a decrease in both our wholesale channel and our direct-to-consumer channel as well as decrease in licensing revenues. Within our direct-to-consumer channel, net revenues were lower due to a decrease in e-commerce sales and owned and operated retail store sales.

•Net revenues in our EMEA region increased by $24.4 million, or 9.3%, to $287.1 million from $262.7 million. This was driven by an increase in both our direct-to-consumer channel and wholesale 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 EMEA region were also positively impacted by changes in foreign exchange rates.

•Net revenues in our Asia-Pacific region increased by $6.3 million, or 2.8%, to $232.1 million from $225.7 million. This was driven by an increase in both our wholesale channel and our direct-to-consumer channel. Within our direct-to-consumer channel, the increase in net revenues was due to an increase in owned and operated retail store sales, partially offset by a decrease in e-commerce sales. Our direct-to-consumer channel was negatively impacted by the COVID-19 related restrictions during the three months ended September 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 decreased by $4.5 million, or 7.7%, to $53.7 million from $58.2 million. This was primarily driven by a decrease in our wholesale channel, partially offset by an increase in our direct-to-consumer channel. Within our direct-to-consumer channel, net revenues increased 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 $13.0 million to $2.5 million from $15.5 million. This was primarily driven by lower foreign currency hedge gains related to revenues generated by entities within our operating segments.

Operating Income (Loss)

	Three Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	215,457	$	209,206	$	6,251	3.0	%
EMEA	40,697		35,895		4,802		13.4	%
Asia-Pacific	54,608		46,134		8,474		18.4	%
Latin America	13,644		7,177		6,467		90.1	%
Corporate Other (1)	(178,647)		(179,002)		355		0.2	%
Total operating income (loss)	$	145,759	$	119,410	$	26,349	22.1	%

(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. Corporate Other also includes expenses related to our central supporting functions.

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

•Operating income in our North America region increased by $6.3 million to $215.5 million from $209.2 million. This was primarily due to lower marketing-related expenses and lower distribution and selling expenses, partially offset by a decrease in gross profit. The decline in gross profit was driven by lower net revenues as discussed above, partially offset by lower freight costs.

•Operating income in our EMEA region increased by $4.8 million to $40.7 million from $35.9 million. This was primarily due to an increase in gross profit, partially offset by higher marketing related expenses. The increase in gross profit was driven by higher net revenues as discussed above and lower freight costs.

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•Operating income in our Asia-Pacific region increased by $8.5 million to $54.6 million from $46.1 million. This was primarily due to an increase in gross profit, driven by higher net revenues as discussed above, and lower marketing-related expenses.

•Operating income in our Latin America region increased by $6.5 million to $13.6 million from $7.2 million. This was primarily due to an increase in gross profit, partially offset by an increase in selling and distribution expenses and marketing expenses. The increase in gross profit was driven by lower freight costs, partially offset by lower net revenues as discussed above.

•Operating loss in our Corporate Other non-operating segment decreased by $0.4 million to $178.6 million from $179.0 million. This was primarily due to lower legal expenses resulting from an accrual in the prior year for certain ongoing legal proceedings, partially offset by net losses arising from foreign currency hedges.

Six Months Ended September 30, 2023 Compared to Six Months Ended September 30, 2022

Net Revenues

	Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	1,818,045	$	1,921,179	$	(103,134)	(5.4)	%
EMEA	513,732		467,860		45,872		9.8	%
Asia-Pacific	434,297		402,394		31,903		7.9	%
Latin America	109,408		107,605		1,803		1.7	%
Corporate Other (1)	8,240		23,904		(15,664)		(65.5)	%
Total net revenues	$	2,883,722	$	2,922,942	$	(39,220)	(1.3)	%

(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.

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

•Net revenues in our North America region decreased by $103.1 million, or 5.4%, to $1,818.0 million from $1,921.2 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 both owned and operated retail store sales and e-commerce sales.

•Net revenues in our EMEA region increased by $45.9 million, or 9.8%, to $513.7 million from $467.9 million. This was primarily 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. Net revenues in our EMEA region were also positively impacted by changes in foreign exchange rates.

•Net revenues in our Asia-Pacific region increased by $31.9 million, or 7.9%, to $434.3 million from $402.4 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. Our direct-to-consumer channel was negatively impacted by the COVID-19 related restrictions during the six months ended September 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 $1.8 million, or 1.7%, to $109.4 million from $107.6 million. This was primarily driven by an increase in our direct-to-consumer channel, partially offset by a decrease in our wholesale 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 Latin America region were also positively impacted by changes in foreign exchange rates.

•Net revenues in our Corporate Other non-operating segment decreased by $15.7 million to $8.2 million from $23.9 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)

	Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	373,508	$	399,130	$	(25,622)	(6.4)	%
EMEA	71,646		54,076		17,570		32.5	%
Asia-Pacific	70,006		66,079		3,927		5.9	%
Latin America	19,421		13,411		6,010		44.8	%
Corporate Other (1)	(367,892)		(378,803)		10,911		2.9	%
Total operating income (loss)	$	166,689	$	153,893	$	12,796	8.3	%

(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. Corporate Other also includes expenses related to our central supporting functions.

The increase in total operating income for six months ended September 30, 2023, compared to the six months ended September 30, 2022, was primarily driven by the following:

•Operating income in our North America region decreased by $25.6 million to $373.5 million from $399.1 million. This was primarily due to a decline in gross profit, partially offset by lower marketing-related expenses and lower non-salaried wages. The decline in gross profit was driven by lower net revenues as discussed above and increased promotions and discounting, partially offset by lower product input and freight costs.

•Operating income in our EMEA region increased by $17.6 million to $71.6 million from $54.1 million. This was primarily due to an increase in gross profit, partially offset by an increase in marketing related 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 increased by $3.9 million to $70.0 million from $66.1 million. This was primarily due to an increase in gross profit, driven by higher net revenues as discussed above, partially offset by higher facilities related expenses.

•Operating income in our Latin America region increased by $6.0 million to $19.4 million from $13.4 million. This was primarily due to an increase in gross profit, partially offset by higher selling and distribution costs and higher marketing-related expenses. The increase in gross profit was driven by lower freight costs, and higher net revenues as discussed above.

•Operating loss in our Corporate Other non-operating segment decreased by $10.9 million to $367.9 million from $378.8 million. This was primarily due to lower legal expenses resulting from an accrual in the prior year for certain ongoing legal proceedings, and lower consulting expenses, partially offset by an increase in salaries expense and net losses arising from foreign currency hedges.

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 September 30, 2023, we had approximately $655.9 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, borrowings available to us under our amended credit agreement, our ability to access the capital markets, and other

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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 September 30, 2023, we have repurchased a total of $475 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.

During the three months ended September 30, 2023, the Company entered into a supplemental confirmation (the "August 2023 ASR Agreement") of an accelerated share repurchase transaction with JPMorgan Chase Bank, National Association ("JPMC") to repurchase $50.0 million of the Company's Class C Common Stock, and received a total of 7.6 million shares of Class C Common Stock from JPMC, which were immediately retired. As a result, $51.3 million was recorded to retained earnings to reflect the difference between the market price of the Class C Common Stock repurchased and its par value. No shares were repurchased under the share repurchase program during the three months ended June 30, 2023.

During the three and six months ended September 30, 2022, pursuant to the previously disclosed accelerated share repurchase transactions, we repurchased 3.2 million and 9.9 million shares of Class C Common Stock, respectively, which were immediately retired.

As of September 30, 2023, we have repurchased a total of $475 million or 42.5 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:

	Six Months Ended September 30,
(In thousands)	2023		2022		Change ($)
Net cash provided by (used in):
Operating activities	$	64,243	$	(2,499)	$	66,742
Investing activities	(39,144)		(58,864)		19,720
Financing activities	(50,537)		(48,788)		(1,749)
Effect of exchange rate changes on cash and cash equivalents	(28,671)		(43,962)		15,291
Net increase (decrease) in cash and cash equivalents	$	(54,109)	$	(154,113)	$	100,004

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Operating Activities

Cash flows from operating activities increased by $66.7 million, as compared to the six months ended September 30, 2022, primarily driven by an increase in net income before the impact of non-cash items of $40.0 million and an increase from changes in working capital of $26.7 million.

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

•$300.1 million from changes in inventories;

•$86.6 million from changes in other non-current assets;

•$37.6 million from changes in accounts receivable; and

•$4.6 million from changes in prepaid expenses and other current assets.

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

•$287.5 million from changes in accounts payable;

•$94.8 million from changes in accrued expenses and other liabilities;

•$14.1 million from changes in income taxes payable and receivable, net; and

•$5.8 million from changes in customer refund liabilities.

Investing Activities

Cash flows used in investing activities decreased by $19.7 million, as compared to the six months ended September 30, 2022. This was primarily due to a higher earnout collected in connection with the sale of the MyFitnessPal platform and a decrease in capital expenditures.

Total capital expenditures during the six months ended September 30, 2023 were $84.1 million, or approximately 3% of net revenues, representing a $9.7 million decrease from $93.9 million during the six months ended September 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 six months ended September 30, 2023, we incurred capital expenditures of $40.3 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 increased by $1.7 million, as compared to the six months ended September 30, 2022. This was primarily due to an increase in employee taxes paid for shares withheld for income taxes. Additionally, during both the six months ended September 30, 2022 and 2023, we paid $50.0 million to repurchase shares of our Class C Common Stock through accelerated share repurchase transactions. 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 September 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

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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 September 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 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 September 30, 2023, we were 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 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 September 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 September 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:

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•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;

•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 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.

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, 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

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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.

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 Item 7A. of 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.

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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

(c) Issuer purchases of equity securities:

The following table sets forth the Company's repurchases of Class C Common Stock during the three months ended September 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)
07/01/2023 to 07/31/2023	—	$	—	—	$	75.0
08/01/2023 to 08/31/2023	—	$	—	—	$	75.0
09/01/2023 to 09/30/2023(1)	7,616,030	$	6.74	7,616,030	$	25.0

(1) Represents Class C Common Stock repurchased through accelerated share repurchase agreements. See Note 11 to our Condensed Consolidated Financial Statements for details.

ITEM 5. OTHER INFORMATION

(c)

During the three months ended September 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.

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ITEM 6. EXHIBITS

Exhibit No.
10.01	Under Armour, Inc. Fourth Amended and Restated 2005 Omnibus Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Commission on August 31, 2023).*
10.02	Form of Performance-Based Restricted Stock Unit Agreement under the 2005 Plan.*
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.

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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: November 8, 2023

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EX-10.02

Exhibit 10.02

FOURTH AMENDED AND RESTATED 2005 OMNIBUS

LONG-TERM INCENTIVE PLAN

PERFORMANCE BASED RESTRICTED STOCK UNIT GRANT AGREEMENT

THIS AGREEMENT, made as of ____________________, 2023, (the “Agreement”) between UNDER ARMOUR, INC. (the “Company”) and _____________________________ (the “Grantee”).

WHEREAS, the Company has adopted the Fourth Amended and Restated 2005 Omnibus Long-Term Incentive Plan, as may be further amended and restated (the “Plan”), which has been delivered or made available to the Grantee, to promote the interests of the Company and its stockholders by providing the Company’s key employees and others with an appropriate incentive to encourage them to continue in the employ of the Company and to improve the growth and profitability of the Company; and

WHEREAS, the Plan provides for the grant to participants in the Plan of restricted share units, which may be settled in shares of the Company’s Class C stock (the “Class C Stock”).

NOW, THEREFORE, in consideration of the promises and the mutual covenants set forth herein, the parties hereby agree as follows:

1.Definitions.

(a)“Adjusted Operating Income” shall mean the Company’s income from operations as reported in the Company’s audited financial statements prepared in accordance with generally accepted accounting principles. The Human Capital and Compensation Committee’s evaluation of Adjusted Operating Income shall exclude the impact of any generally accepted accounting principles changes implemented after the date hereof. In addition, in accordance with Section 17.3.4 of the Plan, the following impacts of acquisitions and divestitures shall be excluded from the Human Capital and Compensation Committee’s evaluation of the Adjusted Operating Income: (i) goodwill impairment charges related to any acquisition or divestiture, (ii) non-capitalized deal costs related to any acquisition completed during the Performance Period, and (iii) the amortization of intangible assets acquired in any acquisition completed during the Performance Period. Further, in accordance with Section 17.3.4 of the Plan, the following items shall be excluded in the Human Capital and Compensation Committee’s evaluation of the Adjusted Operating Income: (A) any costs, expenses or losses incurred or recorded by the Company during the Performance Period as a result of any particular litigation, investigation, claim, judgment or settlement (a “Litigation Matter”), net of insurance recoveries recorded during the Performance Period related to such Litigation Matter or series of related Litigation Matters, to the extent such costs, expenses or losses (net of insurance recoveries) related to a particular Litigation Matter or series of related Litigation Matters exceed $1.0 million, (B) any foreign exchange gains or losses incurred by the Company during the Performance Period arising from the impact of foreign currency changes (such impacts, “Foreign Exchange Impacts”), but only to the extent that the Foreign Exchange Impacts result from foreign currency exchange rates differing from those utilized by the Company at the time the Adjusted Operating Income thresholds were established for purposes of this Agreement (which, for the avoidance of doubt, are the foreign currency exchange rates used in the Company’s financial plan referred to as the “FY2024 F2 Final”), and are greater than the Foreign Exchange Impacts that would have resulted under such foreign currency exchange rates, (C) any impairment charges related to the write-down of the Company’s (x) accounts receivable asset due to the bankruptcy of a customer of the Company, (y) investments made in non-equity method investees or (z) principal operating office, in each case to the extent such impairment charges exceed $1.0 million, (D) any restructuring program charges incurred by the Company during the Performance Period, and any asset write-downs implemented in connection therewith, and (E) any severance expense recorded by the Company during the Performance Period with respect to separating employees to the extent such expense related to a particular individual exceeds $1.0 million.

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(b)“Cause” shall mean the occurrence of any of the following: (i) the Grantee’s material misconduct or neglect in the performance of his or her duties; (ii) the Grantee’s commission of any felony, offense punishable by imprisonment in a state or federal penitentiary, any offense, civil or criminal, involving material dishonesty, fraud, moral turpitude or immoral conduct or any crime of sufficient import to potentially discredit or adversely affect the Company’s ability to conduct its business in the normal course; (iii) the Grantee’s material breach of the Company’s written Code of Conduct, as in effect from time to time; (iv) the Grantee’s commission of any act that results in severe harm to the Company excluding any act taken by the Grantee in good faith that he or she reasonably believed was in the best interests of the Company; or (v) the Grantee’s material breach of the Employee Confidentiality, Non-Competition and Non-Solicitation Agreement by and between the Grantee and the Company (the “Confidentiality, Non-Compete and Non-Solicitation Agreement”) attached hereto as Attachment A or any other similar agreement entered into by the Grantee and the Company. However, none of the foregoing events or conditions will constitute Cause unless the Company provides the Grantee with written notice of the event or condition and thirty (30) days to cure such event or condition (if curable) and the event or condition is not cured within such 30-day period.

(c)“Compensation Committee Certification” shall mean the certification by the Human Capital and Compensation Committee of the Board with respect the Company’s Adjusted Operating Income and Currency Neutral Net Revenue performance for the Performance Period, which certification determines the number of Earned RSUs that are eligible to vest pursuant to Section 6. Upon such certification, any Restricted Stock Units that are determined not to be Earned RSUs shall be immediately forfeited.

(d)“Currency Neutral Net Revenue” shall mean the Company’s net revenues as reported in the Company’s audited financial statements prepared in accordance with generally accepted accounting principles. The Human Capital and Compensation Committee’s evaluation of Currency Neutral Net Revenues shall exclude the impact of any generally accepted accounting principles changes implemented after the date hereof. In addition, in accordance with Section 17.3.4 of the Plan, the following item shall be excluded in the Human Capital and Compensation Committee’s evaluation of the Currency Neutral Net Revenues: any Foreign Exchange Impacts, but only to the extent that the Foreign Exchange Impacts result from foreign currency exchange rates differing from those utilized by the Company at the time the Currency Neutral Net Revenues thresholds were established for purposes of this Agreement (which, for the avoidance of doubt, are the foreign currency exchange rates used in the Company’s financial plan referred to as the “FY2024 F2 Final”), and are greater than the Foreign Exchange Impacts that would have resulted under such foreign currency exchange rates.

(e)“Good Reason” shall mean the occurrence of any of the following events: (i) a material diminishment in the scope of the Grantee’s duties or responsibilities with the Company; (ii) a material reduction in the Grantee’s current base salary, bonus opportunity or a material reduction in the aggregate benefits or perquisites; or (iii) a requirement that the Grantee relocate more than fifty (50) miles from his or her primary place of business as of the date of a Change in Control, or a significant increase in required travel as part of the Grantee’s duties and responsibilities with the Company. However, none of the foregoing events or conditions will constitute Good Reason unless (A) the Grantee provides the Company with written objection to the event or condition within ninety (90) days following the occurrence thereof, (B) the Company does not reverse or otherwise cure the event or condition within thirty (30) days of receiving such written objection, and (C) the Grantee resigns his or her employment within thirty (30) days following the expiration of such cure period.

(f)“Performance Period” shall mean the Company’s fiscal years 2024, 2025 and 2026.

(g) “Retirement” shall mean the Grantee’s voluntary termination from employment after attainment of age 62 with at least five (5) years of continuous service (or after other significant service to the Company, as determined to be satisfied by the Chief Executive Officer and Chief Financial Officer of the Company in writing); provided, however, that the termination was not occasioned by a discharge for Cause.

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(h)An award will qualify as a “Substitute Award” if it is assumed, substituted or replaced by a Successor with awards that, solely in the discretion of the Human Capital and Compensation Committee of the Board, preserves the existing value of the outstanding Restricted Stock Units at the time of the Change in Control and provides vesting and payout terms that are at least as favorable to the Grantee as the vesting and payout terms applicable to the Restricted Stock Units.

(i)“Successor” shall mean the continuing or successor organization, as the case may be, following a Change in Control.

2.Grant of Restricted Stock Units. Pursuant to, and subject to, the terms and conditions set forth herein and in the Plan, the Company hereby grants to the Grantee an Award of Restricted Stock Units covering ________ shares of the Class C Stock (collectively, the “Restricted Stock Units”). The actual number of shares earned will be 0% to 200% of this target number of Restricted Stock Units depending on the achievement of applicable performance metrics as provided herein. The Purchase Price for the Restricted Stock Units shall be paid by the Grantee’s services to the Company. The Grantee represents that the Restricted Stock Units are being acquired for investment and not with a view toward the distribution or sale thereof.

3.Grant Date. The Grant Date of the Restricted Stock Units hereby granted is __________, 2023.

4.Incorporation of the Plan. All terms, conditions and restrictions of the Plan are incorporated herein and made part hereof as if stated herein. If there is any conflict between the terms and conditions of the Plan and this Agreement, the terms and conditions of this Agreement, as interpreted by the Board, or a Committee thereof, shall govern. Unless otherwise indicated herein, all capitalized terms used herein shall have the meanings given to such terms in the Plan.

5.Calculation of Earned Restricted Stock Units. The Grantee is eligible to earn between 0% and 200% of the Restricted Stock Units, with 100% representing the “Target” amount of Restricted Stock Units, and 200% representing the “Maximum” amount of Restricted Stock Units. The number of Restricted Stock Units ultimately earned will depend on the extent to which the applicable performance metrics, Adjusted Operating Income and Currency Neutral Net Revenue, are satisfied during the Performance Period. The Restricted Stock Units will be earned based upon the Company’s level of Adjusted Operating Income and Currency Neutral Net Revenue achieved during the Performance Period as determined in accordance with Exhibit 1 (the “Earned RSUs”). The Earned RSUs will vest only to the extent the Grantee also satisfies the employment service and other requirements set forth in Section 6 below. Any Restricted Stock Units granted to the Grantee that are determined not to be Earned RSUs will be forfeited as of the Vesting Date. Exhibit 1 is attached to this Agreement and incorporated herein and made a part hereof as if stated herein.

6.Vesting and Settlement of Awards.

(a)Vesting. The Earned RSUs shall vest in full on May 15, 2026 (or if later, the date of the Compensation Committee Certification, such date, the “Vesting Date”), provided that (i) except as provided in Section 6(b), the Grantee remains continuously employed by the Company through the Vesting Date, and (ii) the Grantee has duly executed this Agreement within one (1) year of receipt of the Agreement. Any portion of the Restricted Stock Units granted to a Grantee that are determined not to be Earned RSUs shall be forfeited as of the Vesting Date. Except as provided in Section 6(b), all unvested Earned RSUs will be automatically forfeited if the Grantee terminates employment for any reason prior to the Vesting Date.

(b)Special Vesting Upon Death, Disability and Retirement. Notwithstanding Section 6(a), in the event that the Grantee’s employment with the Company is terminated upon the occurrence of an event specified in sub-clauses (i) through (iv) below, the Earned RSUs shall vest on the dates specified in sub-clauses (i) through (iv) (as applicable) below:

(i)In the event the Grantee’s death or Disability occurs prior to the Vesting Date, the number Restricted Stock Units deemed to be Earned RSUs will be 100% of the Restricted Stock

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Units, and all such Earned RSUs shall immediately vest on the date of the Grantee’s death or termination of employment as a result of Disability;

(ii)In the event the Grantee’s death or Disability occurs on the Vesting Date, 100% of the Earned RSUs determined under Section 5 shall immediately vest on the Vesting Date;

(iii)In the event the Grantee’s Retirement occurs prior to the Vesting Date, the following number of Restricted Stock Units deemed to be Earned RSUs: (A) the total number of Earned RSUs determined under Section 5 that the Grantee would have been entitled to receive on the Vesting Date had the Grantee’s Retirement not occurred prior to the Vesting Date multiplied by (B) a fraction, the numerator of which is the number of months in the Performance Period during which the Grantee was continuously employed by the Company (rounded up to the nearest whole month), and the denominator of which is the total number of months in the Performance Period. All such Earned RSUs shall vest on the Vesting Date. For the avoidance of doubt, any Restricted Stock Units or Earned RSUs that did not vest pursuant to the preceding sentence shall be forfeited; and

(iv)In the event the Grantee’s Retirement occurs on the Vesting Date, 100% of the Earned RSUs determined under Section 5 shall immediately vest on the Vesting Date.

(c)Settlement of Awards. On the first business day after each vesting date described in Sections 6(a) or 6(b), as applicable, the Company shall deliver to the Grantee the number of shares of the Class C Stock to which Grantee’s vested Earned RSUs relate.

7.Change in Control.

(a)In the event of a Change in Control in which the Restricted Stock Units will not be continued, assumed or substituted with Substitute Awards, (i) if the Change in Control occurs on the Vesting Date, 100% of the Earned RSUs shall vest in full on the Vesting Date, and (ii) if the Change in Control occurs prior to the Vesting Date, the number Restricted Stock Units deemed to be Earned RSUs will be 100% of the Restricted Stock Units, and all such Earned RSUs vest in full on the day immediately prior to the consummation of the transaction(s) that constitutes the Change in Control.

(b)In the event of a Change in Control following which the Restricted Stock Units will be continued, assumed or substituted with Substitute Awards, (i) if the Change in Control occurs prior to Vesting Date, the number of such Substitute Awards shall be equivalent to 100% of the Restricted Stock Units, and shall vest in the percentages and on the dates set forth in Section 6(a) or 6(b) of this Agreement, as applicable, and (ii) if the Change in Control occurs on the Vesting Date, the number of such Substitute Awards shall be equivalent to 100% of the Earned RSUs determined under Section 5, and shall vest in the percentages and on the dates set forth in Section 6(a) or 6(b) of this Agreement, as applicable.

(c)If the Restricted Stock Units are substituted with Substitute Awards as set forth in Section 7(b) above, and within two (2) years following the Change in Control the Grantee is terminated by the Successor (or an affiliate thereof) without Cause or resigns for Good Reason, the Substitute Awards shall immediately vest upon such termination or resignation.

(d)On the first business day after each vesting date set forth in Sections 7(a), (b), or (c), as applicable, the Company shall deliver to the Grantee the shares of the Class C Stock to which Grantee’s vested Earned RSUs or Substitute Awards, as applicable, relate.

8.Forfeiture. Subject to the provisions of the Plan and Sections 5 and 6 of this Agreement, with respect to the Restricted Stock Units which have not become vested on the date the Grantee’s employment terminates, the Award of Restricted Stock Units shall expire and such unvested Restricted Stock Units shall immediately be forfeited on such date.

9.Employee Confidentiality, Non-Competition and Non-Solicitation Agreement. As a condition to the grant of the Restricted Stock Units, the Grantee shall have executed and become a party to the Confidentiality, Non-Compete and Non-Solicitation Agreement.

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10.No Shareholder Rights. The Grantee does not have any rights of a shareholder with respect to the Restricted Stock Units. No dividend equivalents will be earned or paid with regard to the Restricted Stock Units.

11.Delays or Omissions. No delay or omission to exercise any right, power, or remedy accruing to any party hereto upon any breach or default of any party under this Agreement, shall impair any such right, power or remedy of such party nor shall it be construed to be a waiver of any such breach or default, or an acquiescence therein, or of any similar breach or default thereafter occurring nor shall any waiver of any single breach or default be deemed a waiver of any other breach or default theretofore or thereafter occurring. Any waiver, permit, consent or approval of any kind or character on the part of any party of any breach or default under this Agreement, or any waiver on the part of any party or any provisions or conditions of this Agreement, shall be in writing and shall be effective only to the extent specifically set forth in such writing.

12.Integration. This Agreement and the Plan (including the Confidentiality, Non-Compete and Non-Solicitation Agreement) contain the entire understanding of the parties with respect to its subject matter. There are no restrictions, agreements, promises, representations, warranties, covenants or undertakings with respect to the subject matter hereof other than those expressly set forth herein and in the Plan. This Agreement and the Plan supersede all prior agreements and understandings between the parties with respect to its subject matter.

13.Withholding Taxes. The Grantee agrees, as a condition of this grant, that the Grantee will make acceptable arrangements to pay any withholding or other taxes that may be due as a result of vesting of the Restricted Stock Units, Earned RSUs or delivery of the Class C Stock or other shares acquired in connection with this Award. In the event that the Company determines that any federal, state, local, municipal or foreign tax or withholding payment is required relating to the vesting of the Restricted Stock Units, Earned RSUs or delivery of the Class C Stock or other shares acquired in connection with this Award, the Company shall have the right to require such payments from the Grantee in the form and manner as provided in the Plan. The Grantee authorizes the Company at its discretion to satisfy its withholding obligations, if any, by one or a combination of the following:

(a)to the extent permitted by applicable laws, withholding from the Grantee’s wages or other cash compensation paid to the Grantee by the Company; or

(b)withholding from proceeds of the sale of shares of the Class C Stock acquired upon settlement of the Restricted Stock Units and/or the Earned RSUs either through a voluntary sale or through a mandatory sale arranged by the Company (on the Grantee’s behalf pursuant to this authorization without further consent required); or

(c)withholding in shares of the Class C Stock to be issued upon settlement of the Restricted Stock Units or Earned RSUs; or

(d)by any other method deemed by the Company to comply with applicable laws.

14.Data Privacy. The Company is located at 1020 Hull Street Baltimore, MD 21230-2080, U.S.A. and grants Restricted Stock Units to employees of the Company and its Subsidiaries and Affiliates, at the Company’s sole discretion. The Grantee acknowledges that he or she has reviewed the following information about the Company’s data processing practices and declares his or her consent.

(a)Collection and Usage. The Company collects, processes and uses personal employee data, including name, home address, email address and telephone number, date of birth, social insurance number, passport number or other identification number, salary, citizenship, job title, any shares of Class C Stock or directorships held in the Company, and details of all equity awards granted, canceled, vested or outstanding in the Grantee's favor, which the Company receives from the Grantee or the Employer (“Data”). If the Company grants the Grantee equity rights under the Plan, then the Company will collect the Grantee’s Data for purposes of allocating shares of Class C Stock and implementing,

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administering and managing the Plan. The Company’s legal basis for the collection, processing, and use of the Grantee’s Data is the Grantee’s consent.

(b)Stock Plan Service Provider. The Company transfers the Grantee’s Data to The Charles Schwab Corporation, an independent service provider based in the United States, which assists the Company with the implementation, administration and management of the Plan. In the future, the Company may select a different service provider and share my Data with another company that serves in a similar manner. The Company’s service provider will open an account for the Grantee to receive and trade shares of Class C Stock. The Grantee will be asked to agree on separate terms and data processing practices with the service provider, which is a condition to the Grantee’s ability to participate in the Plan.

(c)[Reserved].

(d)Voluntariness and Consequences of Consent, Denial or Withdrawal. The Grantee’s participation in the Plan and the Grantee’s grant of consent hereunder is purely voluntary. The Grantee may deny or withdraw his or her consent at any time. If the Grantee does not consent, or if the Grantee later withdraws his or her consent, the Grantee may be unable to participate in the Plan. This would not affect the Grantee’s existing employment or salary; instead, the Grantee merely may forfeit the opportunities associated with participation in the Plan.

(e)Data Retention. The Grantee understands that the Grantee’s Data will be held only as long as is necessary to implement, administer and manage the Grantee’s participation in the Plan.

(f)Data Subject Rights. The Grantee understands that the Grantee may have the right under applicable law to (i) access or copy the Grantee’s Data that the Company possesses, (ii) rectify incorrect Data concerning the Grantee, (iii) delete the Grantee’s Data, (iv) restrict processing of the Grantee’s Data, or (v) lodge complaints with the competent supervisory authorities in the Grantee’s country of residence. To receive clarification regarding these rights or to exercise these rights, the Grantee understands that the Grantee can contact Human Resources at Totalrewards@underarmour.com. The Company will process the Grantee’s requests related to these rights as the law allows, which means in some cases there may be legal or other official reasons that Company may not be able to address the specific request related to the Grantee’s rights to protect the Grantee’s privacy. The Company will take steps to verify the Grantee identity before fulfilling any such request.

If the Grantee agrees with the data processing practices as described in this notice, he or she should declare his or her consent by clicking “Accept” on the Charles Schwab award acceptance page.

15.Section 409A. It is intended that the Restricted Stock Units awarded hereunder be exempt from the application of Section 409A of the Internal Revenue Code and applicable guidance thereunder (“Section 409A”) and the Plan and this Agreement shall be construed in a manner that effects such intent. However, the tax treatment of the benefits provided under the Plan or this Agreement is not warranted or guaranteed. Notwithstanding anything to the contrary, to the extent any amount or benefit would constitute non-exempt deferred compensation for purposes of Section 409A, the Plan and this Agreement shall be interpreted and administered in compliance with Section 409A, including the requirement that if the Company determines that the Grantee is a “specified employee” within the meaning of Section 409A, then to the extent any payment under this Agreement on account of the Grantee’s separation from service would be considered nonqualified deferred compensation under Section 409A, such payment shall be delayed until the earlier of (a) the date that is six months and one day after the date of such separation from employment or (b) the date of the Grantee’s death.

16.Electronic Delivery. The Company may choose to deliver certain statutory materials relating to the Plan in electronic form. By accepting this grant the Grantee agrees that the Company may deliver the Plan prospectus and the Company’s annual report to the Grantee in an electronic format. If at

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any time the Grantee would prefer to receive paper copies of these documents, as the Grantee is entitled to receive, the Company would be pleased to provide copies. The Grantee should contact _____________________________ to request paper copies of these documents.

17.Counterparts; Electronic Signature. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. This Agreement may be signed by the Company through application of an authorized officer’s signature, and may be signed by the Grantee through an electronic signature.

18.Governing Law; Venue. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Maryland, without regard to the provisions governing conflict of laws. For purposes of litigating any dispute that arises under this Award of Restricted Stock Units or this Agreement, the parties hereby submit to and consent to the jurisdiction of the State of Maryland, and agree that such litigation will be conducted in the jurisdiction and venue of the United States District Court for the District of Maryland or, in the event such jurisdiction is not available, any of the appropriate courts of the State of Maryland, and no other courts.

19.Severability. The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.

20.Grantee Acknowledgment. The Grantee hereby acknowledges receipt of a copy of the Plan. The Grantee hereby acknowledges that all decisions, determinations and interpretations of the Board, or a Committee thereof, in respect of the Plan, this Agreement and this Award of Restricted Stock Units shall be final and conclusive.

The Company has caused this Agreement to be duly executed by its duly authorized officer and said Grantee has hereunto signed this Agreement on the Grantee’s own behalf, thereby representing that the Grantee has carefully read and understands this Agreement and the Plan as of the day and year first written above.

UNDER ARMOUR, INC.

By:

GRANTEE

___________________________________

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EXHIBIT 1

PERFORMANCE METRICS SCHEDULE

3-Year Cumulative	Threshold (50%)	Target (100%)	Maximum (200%)
Currency Neutral Net Revenue (50% Weight)	$_____	$_____	$_____
Adjusted Operating Income (50% Weight)	$_____	$_____	$_____

Performance falling between Performance Metrics listed above will be calculated based on straight-line interpolation. 50% of the Restricted Stock Units granted will be eligible to be earned based on Currency Neutral Net Revenue Performance Metrics; 50% of the Restricted Stock Units granted will be eligible to be earned based on Adjusted Operating Income Metrics. Whether Performance Metrics have been met, to what extent and the number of Restricted Stock Units eligible to be earned pursuant to this Exhibit 1 shall be determined by the Human Capital and Compensation Committee in its sole discretion.

Example 1: Grantee is awarded 10,000 Restricted Stock Units. For the Performance Period, the Company achieves Currency Neutral Net Revenue of $____ and Adjusted Operating Income of $____. Based on the above chart, Grantee will earn 9,295 Earned RSUs based on 3,312 RSUs from Currency Neutral Net Revenue (5,000 x 66%) and 5,984 RSUs from Adjusted Operating Income (5,000 x 120%).*

Example 2: Grantee is awarded 10,000 Restricted Stock Units. For the Performance Period, the Company achieves Currency Neutral Net Revenue of $____and Adjusted Operating Income of $____. Based on the above chart, Grantee will earn 13,514 Earned RSUs based on 8,980 RSUs from Currency Neutral Net Revenue (5,000 x 180%) and 4,535 RSUs from Adjusted Operating Income (5,000 x 91%).*

*Examples are provided solely for illustrative purposes. Actual performance is uncertain.

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Attachment A

[Attachment A, the Form of Employee Confidentiality, Non-Competition and Non-Solicitation Agreement by and between certain executives and the Company, has been separately filed with the Company’s Annual Report on Form 10-K for the year ended March 31, 2023, as Exhibit 10.23]

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EX-31.01

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: November 08, 2023

/s/ STEPHANIE C. LINNARTZ

Stephanie C. Linnartz

President and Chief Executive Officer Principal Executive Officer

EX-31.02

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.;

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: November 08, 2023

/s/ DAVID E. BERGMAN

David E. Bergman

Chief Financial Officer Principal Financial Officer

EX-32.01

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 September 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: November 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.

EX-32.02

Exhibit 32.02

Certification of Chief Financial 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 September 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: November 08, 2023

/s/ DAVID E. BERGMAN

David E. Bergman

Chief Financial Officer Principal Financial 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.

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Cover Page - shares	6 Months Ended
	Sep. 30, 2023	Oct. 31, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 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	Q2
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		188,786,069
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		214,917,103
Class B Convertible Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		34,450,000

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Current assets
Cash and cash equivalents	$ 655,866	$ 711,910
Accounts receivable, net (Note 3)	805,197	759,860
Inventories	1,143,872	1,190,253
Prepaid expenses and other current assets, net	266,825	297,563
Total current assets	2,871,760	2,959,586
Property and equipment, net (Note 4)	687,804	672,736
Operating lease right-of-use assets (Note 5)	449,210	489,306
Goodwill (Note 6)	474,443	481,992
Intangible assets, net (Note 7)	8,129	8,940
Deferred income taxes (Note 17)	196,932	186,167
Other long-term assets	58,275	58,356
Total assets	4,746,553	4,857,083
Current liabilities
Current maturities of long-term debt (Note 9)	80,919	0
Accounts payable	542,309	649,116
Accrued expenses	312,494	354,643
Customer refund liabilities (Note 12)	149,451	160,533
Operating lease liabilities (Note 5)	138,610	140,990
Other current liabilities	59,321	51,609
Total current liabilities	1,283,104	1,356,891
Long-term debt, net of current maturities (Note 9)	594,655	674,478
Operating lease liabilities, non-current (Note 5)	657,551	705,713
Other long-term liabilities	121,501	121,598
Total liabilities	2,656,811	2,858,680
Stockholders' equity (Note 11)
Additional paid-in capital	1,162,548	1,136,536
Retained earnings	994,110	929,562
Accumulated other comprehensive income (loss)	(67,061)	(67,842)
Total stockholders' equity	2,089,742	1,998,403
Total liabilities and stockholders' equity	4,746,553	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	$ 71	$ 73

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Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 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)	188,724,643	188,704,689
Common stock, shares outstanding (in shares)	188,724,643	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)	214,688,628	221,346,517
Common stock, shares outstanding (in shares)	214,688,628	221,346,517

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Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net revenues	$ 1,566,710	$ 1,573,885	$ 2,883,722	$ 2,922,942
Cost of goods sold	814,715	860,051	1,523,991	1,578,911
Gross profit	751,995	713,834	1,359,731	1,344,031
Selling, general and administrative expenses	606,236	594,424	1,193,042	1,190,138
Income (loss) from operations	145,759	119,410	166,689	153,893
Interest income (expense), net	(373)	(3,555)	(1,999)	(9,560)
Other income (expense), net	(6,429)	(5,771)	(12,814)	(20,012)
Income (loss) before income taxes	138,957	110,084	151,876	124,321
Income tax expense (benefit)	29,494	22,251	33,465	27,908
Income (loss) from equity method investments	151	(908)	(248)	(1,806)
Net income (loss)	$ 109,614	$ 86,925	$ 118,163	$ 94,607
Basic net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.25	$ 0.19	$ 0.27	$ 0.21
Diluted net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.24	$ 0.19	$ 0.26	$ 0.20
Weighted average common shares outstanding Class A, B and C common stock
Basic (in shares)	443,525	454,322	444,195	456,357
Diluted (in shares)	453,715	464,141	454,107	466,143

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Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 109,614	$ 86,925	$ 118,163	$ 94,607
Other comprehensive income (loss):
Foreign currency translation adjustment	(12,631)	(16,974)	(8,078)	(40,499)
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense) of $(9,393) and $(10,907), for the three months ended September 30, 2023 and 2022, respectively; $(2,208) and $(20,086) for the six months ended September 30, 2023 and 2022, respectively.	26,486	49,412	18,230	91,894
Gain (loss) on intra-entity foreign currency transactions	(989)	(16,010)	(9,371)	(29,544)
Total other comprehensive income (loss)	12,866	16,428	781	21,851
Comprehensive income (loss)	$ 122,480	$ 103,353	$ 118,944	$ 116,458

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Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense)	$ (9,393)	$ (10,907)	$ (2,208)	$ (20,086)

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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	Retained Earnings Class C Common Stock	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	(802)							$ (85)			(802)
Class C Common Stock repurchased (in shares)				(9,900,000)				(9,913,000)
Class C Common Stock repurchased				$ (50,000)				$ (3)		$ 49,409		$ (99,406)
Issuance of common stock, net of forfeitures (in shares)						20,000		538,000
Issuance of common stock, net of forfeitures				$ 2,015						2,015
Stock-based compensation expense	19,708								19,708
Comprehensive income (loss)	116,458										94,607		21,851
Ending balance (in shares) at Sep. 30, 2022						188,689,000	34,450,000	229,012,000
Ending balance at Sep. 30, 2022	1,816,333					$ 63	$ 11	$ 76	1,118,093		716,325		(18,235)
Beginning balance (in shares) at Jun. 30, 2022						188,669,000	34,450,000	232,026,000
Beginning balance at Jun. 30, 2022	1,729,075					$ 63	$ 11	$ 77	1,108,988		654,599		(34,663)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	(450)							$ (50)			(450)
Class C Common Stock repurchased (in shares)				(3,200,000)				(3,244,000)
Class C Common Stock repurchased				$ (25,000)				$ (1)		(250)		(24,749)
Issuance of common stock, net of forfeitures (in shares)						20,000		280,000
Issuance of common stock, net of forfeitures				$ 1,022						1,022
Stock-based compensation expense	8,333								8,333
Comprehensive income (loss)	103,353										86,925		16,428
Ending balance (in shares) at Sep. 30, 2022						188,689,000	34,450,000	229,012,000
Ending balance at Sep. 30, 2022	1,816,333					$ 63	$ 11	$ 76	1,118,093		716,325		(18,235)
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)
Ending balance (in shares) at Jun. 30, 2023						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)
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	(2,318)							$ (333)			(2,318)
Excise tax on repurchases of common stock	(425)								(425)
Class C Common Stock repurchased (in shares)								(7,616,000)
Class C Common Stock repurchased				$ (50,000)	$ (2)				1,299		(51,297)
Issuance of common stock, net of forfeitures (in shares)						20,000		1,291,000
Issuance of common stock, net of forfeitures		$ 0		$ 1,781						1,781
Stock-based compensation expense	23,357								23,357
Comprehensive income (loss)	118,944										118,163		781
Ending balance (in shares) at Sep. 30, 2023		188,724,643	34,450,000	214,688,628		188,725,000	34,450,000	214,689,000
Ending balance at Sep. 30, 2023	2,089,742					$ 63	$ 11	$ 71	1,162,548		994,110		(67,061)
Beginning balance (in shares) at Jun. 30, 2023						188,705,000	34,450,000	222,060,000
Beginning balance at Jun. 30, 2023	2,005,410					$ 63	$ 11	$ 73	1,149,183		936,007		(79,927)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	(214)							$ (32)			(214)
Excise tax on repurchases of common stock	(425)								(425)
Class C Common Stock repurchased (in shares)				(7,600,000)				(7,616,000)
Class C Common Stock repurchased				$ (50,000)	$ (2)				1,299		(51,297)	$ (51,300)
Issuance of common stock, net of forfeitures (in shares)						20,000		277,000
Issuance of common stock, net of forfeitures		$ 0		$ 911						$ 911
Stock-based compensation expense	11,580								11,580
Comprehensive income (loss)	122,480										109,614		12,866
Ending balance (in shares) at Sep. 30, 2023		188,724,643	34,450,000	214,688,628		188,725,000	34,450,000	214,689,000
Ending balance at Sep. 30, 2023	$ 2,089,742					$ 63	$ 11	$ 71	$ 1,162,548		$ 994,110		$ (67,061)

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities
Net income (loss)	$ 118,163	$ 94,607
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization	71,177	68,007
Unrealized foreign currency exchange rate (gain) loss	21,145	16,338
Loss on disposal of property and equipment	696	1,074
Amortization of bond premium and debt issuance costs	1,096	1,096
Stock-based compensation	23,357	19,708
Deferred income taxes	(10,788)	(2,021)
Changes in reserves and allowances	18,471	4,452
Changes in operating assets and liabilities:
Accounts receivable	(52,721)	(90,331)
Inventories	33,270	(266,824)
Prepaid expenses and other assets	(10,934)	(15,486)
Other non-current assets	49,659	(36,932)
Accounts payable	(120,353)	167,149
Accrued expenses and other liabilities	(75,751)	19,034
Customer refund liability	(11,244)	(5,475)
Income taxes payable and receivable	9,000	23,105
Net cash provided by (used in) operating activities	64,243	(2,499)
Cash flows from investing activities
Purchases of property and equipment	(84,144)	(93,864)
Earn-out from the sale of MyFitnessPal platform	45,000	35,000
Net cash provided by (used in) investing activities	(39,144)	(58,864)
Cash flows from financing activities
Common shares repurchased	(50,000)	(50,000)
Employee taxes paid for shares withheld for income taxes	(2,318)	(803)
Proceeds from exercise of stock options and other stock issuances	1,781	2,015
Net cash provided by (used in) financing activities	(50,537)	(48,788)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(28,671)	(43,962)
Net increase (decrease) in cash, cash equivalents and restricted cash	(54,109)	(154,113)
Cash, cash equivalents and restricted cash
Beginning of period	727,726	1,022,126
End of period	673,617	868,013
Non-cash investing and financing activities
Change in accrual for property and equipment	(10,333)	866
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	655,866	853,652
Restricted cash	17,751	14,361
Total cash, cash equivalents and restricted cash	$ 673,617	$ 868,013

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Description of Business and Basis of Presentation

6 Months Ended

Sep. 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 Stockholders' 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 September 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 and six months ended September 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.

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Recent Accounting Pronouncements

6 Months Ended

Sep. 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 half 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 of the Condensed Consolidated Financial Statements 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.

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Allowance For Doubtful Accounts

6 Months Ended

Sep. 30, 2023

Credit Loss [Abstract]

ALLOWANCE FOR DOUBTFUL ACCOUNTS

ALLOWANCE FOR DOUBTFUL ACCOUNTS

The Company's allowance for doubtful accounts was established with information available as of September 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	6,570		—
Write-offs, net of recoveries	(67)		—
Balance as of September 30, 2023	$	17,316	$	227

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

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Property and Equipment, Net

6 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following: 

	As of September 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	480,807	$	462,721
Furniture, fixtures and displays	289,449		289,539
Buildings	68,230		48,632
Software	392,474		380,586
Office equipment	133,474		132,301
Plant equipment	178,195		178,194
Land	82,410		83,626
Construction in progress (1)	145,308		143,243
Other	16,810		17,837
Subtotal property and equipment	1,787,157		1,736,679
Accumulated depreciation	(1,099,353)		(1,063,943)
Property and equipment, net	$	687,804	$	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 for the three and six months ended September 30, 2023 was $34.7 million and $70.4 million, respectively (three and six months ended September 30, 2022: $33.2 million and $67.1 million, respectively).

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Leases

6 Months Ended

Sep. 30, 2023

Leases [Abstract]

LEASES

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 and six months ended September 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating lease costs	$	41,632	$	36,010	$	82,723	$	71,565
Variable lease costs	$	2,056	$	4,360	$	4,812	$	7,983

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 September 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.93		8.03
Weighted average discount rate	4.89	%	4.69	%

Supplemental Cash Flow Information

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating cash outflows from operating leases	$	44,704	$	42,254	$	88,318	$	84,119
Leased assets obtained in exchange for new operating lease liabilities	$	16,079	$	87,971	$	21,459	$	107,560

Maturity of Lease Liabilities

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

Fiscal year ending March 31,
2024 (six months ending)	$	84,596
2025	164,966
2026	132,655
2027	110,184
2028	92,718
2029 and thereafter	372,202
Total lease payments	$	957,321
Less: Interest	161,160
Total present value of lease liabilities	$	796,161

As of September 30, 2023, the Company has additional operating lease obligations that have not yet commenced of approximately $9.3 million, which are not reflected in the table above.

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Goodwill

6 Months Ended

Sep. 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	—		(2,622)		(4,927)		—		(7,549)
Balance as of September 30, 2023	$	301,371	$	98,474	$	74,598	$	—	$	474,443

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Intangible Assets, Net

6 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS, NET

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 September 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,442		(4,918)		3,524
Lease-related intangible assets	1-15	1,690		(1,592)		98
Total		$	10,132	$	(6,510)	$	3,622
Indefinite-lived intangible assets						4,507
Intangible assets, net						$	8,129

	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, for the three and six months ended September 30, 2023 was $0.4 million and $0.7 million, respectively (three and six months ended September 30, 2022: $0.5 million and $0.9 million, respectively).

During the six months ended September 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 September 30, 2023:

Fiscal year ending March 31,
2024 (six months ending)	$	747
2025	1,494
2026	1,372
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	3,622

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Supply Chain Finance Program

6 Months Ended

Sep. 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 $175.8 million as of September 30, 2023 (March 31, 2023: $250.8 million).

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Credit Facility and Other Long Term Debt

6 Months Ended

Sep. 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 September 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	(687)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(62)		(267)
Unamortized debt issuance costs - Senior Notes	(1,459)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,137)		(3,632)
Total amount outstanding	675,574		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	$	594,655	$	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 September 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 September 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

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 September 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 September 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 September 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

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, which 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, was $5.5 million and $11.3 million, respectively, for the three and six months ended September 30, 2023 (three and six months ended September 30, 2022: $6.5 million and $13.2 million, respectively).

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

Fiscal year ending March 31,
2024 (six 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.

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Commitments and Contingencies

6 Months Ended

Sep. 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 September 14, 2020, the District Court issued an order that, among other things, consolidated two additional securities cases into the Consolidated Securities Action.

The operative complaint (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.

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. Discovery in the Consolidated Securities Action concluded on August 31, 2023. On October 2, 2023, the Company and Mr. Plank filed a motion for summary judgment seeking an order dismissing the Consolidated Securities Action with prejudice. Briefing on that motion is not yet complete. The District Court has scheduled trial to begin on July 15, 2024.

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

Consolidated Kenney Derivative Litigation

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 action 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 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 Kenney 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 Kenney Derivative Action.

The Company believes that the claims asserted in the Consolidated Kenney 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.

Consolidated Paul Derivative Litigation

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 “Paul 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.

On April 24, 2023, the Derivative Lead Plaintiffs designated an operative complaint in the Paul Derivative Action. The operative complaint named 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 named the Company as a nominal defendant. It asserted 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 asserted breach of fiduciary duty and unjust enrichment claims against the defendants and asserted a contribution claim against certain defendants. The operative complaint sought damages on behalf of the Company and also sought certain corporate governance related actions.

The Company and the defendants filed a motion to dismiss the operative complaint on June 23, 2023. The District Court granted that motion on September 27, 2023, dismissing the Paul Derivative Action without prejudice, due to lack of subject matter jurisdiction.

Paul, one of the plaintiffs in the Paul Derivative Action, has filed a motion seeking reconsideration of the dismissal decision or leave to amend the complaint. Briefing on that motion will be completed as of November 8, 2023.

On October 27, 2023, the plaintiffs in the Paul Derivative Action other than Paul filed a stockholder derivative complaint in Maryland state court (in a case captioned Viskovich, et al. v. Plank, et al). The complaint asserts claims similar to those that had been asserted in the operative complaint in the Paul Derivative Action before that action was dismissed and seeks similar remedies (including damages and certain corporate governance related actions). The 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. The defendants and the Company are not under any present obligation to respond to the complaint in the Viskovich action.

The Company believes that the claims asserted in the Paul Derivative Action and the Viskovich 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 September 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, seeking reimbursement for amounts 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 for the remaining claims in this matter is unknown.

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.

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Stockholders' Equity

6 Months Ended

Sep. 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 September 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 September 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.

During the three months ended September 30, 2023, the Company entered into a supplemental confirmation (the "August 2023 ASR Agreement") of an accelerated share repurchase transaction with JPMorgan Chase Bank, National Association ("JPMC") to repurchase $50.0 million of the Company's Class C Common Stock, and received a total of 7.6 million shares of Class C Common Stock from JPMC, which were immediately retired. As a result, $51.3 million was recorded to retained earnings to reflect the difference between the market price of the Class C Common Stock repurchased and its par value. No shares were repurchased under the share repurchase program during the three months ended June 30, 2023.

During the three and six months ended September 30, 2022, pursuant to the previously disclosed accelerated share repurchase transactions, the Company repurchased 3.2 million and 9.9 million shares of Class C Common Stock, respectively, which were immediately retired.

As of September 30, 2023, the Company has repurchased a total of $475 million or 42.5 million outstanding shares of its Class C Common Stock under its share repurchase program.

On August 16, 2022, the Inflation Reduction Act (the "Act") was enacted and signed into law in the United States, which imposed a 1.0% excise tax on corporate stock repurchases in tax years beginning after December 31, 2022. As a result, the Company accrued $0.4 million of excise tax in connection with the share repurchases completed during the six months ended September 30, 2023, which was recorded in other current liabilities on the Condensed Consolidated Balance Sheets as of September 30, 2023.

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Revenues

6 Months Ended

Sep. 30, 2023

Revenue from Contract with Customer [Abstract]

REVENUES

REVENUES

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Apparel	$	1,070,437	$	1,038,268	$	1,895,097	$	1,906,696
Footwear	351,202		375,885		714,872		723,136
Accessories	113,933		111,117		211,795		207,948
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Wholesale	$	939,725	$	948,154	$	1,681,683	$	1,739,840
Direct-to-consumer	595,847		577,116		1,140,081		1,097,940
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

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 September 30, 2023		As of March 31, 2023
Customer refund liability	$	149,451	$	160,533
Inventory associated with reserves for sales returns	$	33,722	$	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 September 30, 2023, contract liabilities were $23.4 million (March 31, 2023: $25.9 million).

For the three and six months ended September 30, 2023, the Company recognized approximately $1.9 million and $5.1 million, respectively, of revenue that was previously included in contract liabilities as of March 31, 2023. For the three and six months ended September 30, 2022, the Company recognized approximately $1.3 million and $6.1 million, respectively, 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.

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Other Employee Benefits

6 Months Ended

Sep. 30, 2023

Retirement Benefits [Abstract]

OTHER EMPLOYEE BENEFITS

OTHER EMPLOYEE BENEFITSThe 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 for the three and six months ended September 30, 2023 of $3.4

million and $6.7 million, respectively (three and six months ended September 30, 2022: $2.6 million and $4.2 million, respectively).

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 September 30, 2023, the Deferred Compensation Plan obligations, which are included in other long-term liabilities on the Condensed Consolidated Balance Sheets, were $14.3 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 September 30, 2023, the assets held in the Rabbi Trust were trust owned life insurance ("TOLI") policies with cash-surrender values of $7.7 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 of the Condensed Consolidated Financial Statements for a discussion of the fair value measurements of the assets held in the Rabbi Trust and the Deferred Compensation Plan obligations.

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Stock Based Compensation

6 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

STOCK BASED COMPENSATION

STOCK BASED COMPENSATION

The Under Armour, Inc. Fourth 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 2033. As of September 30, 2023, 8.3 million Class A shares and 33.1 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 and six months ended September 30, 2023 was $10.0 million and $20.3 million, respectively (three and six months ended September 30, 2022: $8.3 million and $19.7 million, respectively). As of September 30, 2023, the Company had $97.8 million of unrecognized compensation expense related to these awards expected to be recognized over a weighted average period of 2.16 years. The unrecognized expense does not include any expense related to performance-based restricted stock unit awards for which the performance targets have been deemed improbable as of September 30, 2023. 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 September 30, 2023.

Employee Stock Purchase Plan

The Company's Employee Stock Purchase Plans (the "ESPPs") allow 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 ESPPs. As of September 30, 2023, 2.7 million Class A shares and 0.8 million Class C shares are available for future purchases under the ESPPs. During the three and six months ended September 30, 2023, 156.9 thousand and 302.1 thousand Class C shares, respectively, were purchased under the ESPPs (three and six months ended September 30, 2022: 171.6 thousand and 293.0 thousand, respectively).

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 and six months ended September 30, 2023 was $2.4 million and $4.7 million, respectively (three and six months ended September 30, 2022: $0.8 million and $1.7 million, respectively). As of September 30, 2023, the Company had $75.2 million of unrecognized compensation expense associated with these awards expected to be recognized over a weighted average period of 10.61 years.

Summary by Award Classification:

Stock Options

A summary of the Company's stock options activity for the six months ended September 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 September 30, 2023	1,578	$	19.44	4.32	$	—
Options exercisable at September 30, 2023	1,503	$	19.66	4.22	$	—

Restricted Stock and Restricted Stock Unit Awards

A summary of the Company's restricted stock and restricted stock unit awards activity for the six months ended September 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	18,267	7.72
Forfeited	(1,650)	10.49
Vested	(1,088)	14.64
Outstanding at September 30, 2023	23,187	$	8.96

    

The awards outstanding at September 30, 2023 in the table above includes 1.7 million and 0.9 million of performance-based restricted stock units that were awarded to certain executives and key employees under the 2005 Plan during the three months ended September 30, 2023 and Fiscal 2023, respectively. The performance-based restricted stock units awarded during the three months ended September 30, 2023 and Fiscal 2023 have a

weighted average fair value of $6.92 and $9.13, respectively, 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 the targets for the performance-based restricted stock units awarded during Fiscal 2023 to be improbable and recorded a reversal of previously recorded expense of $0.9 million during the three months ended September 30, 2023. Inclusive of this reversal, during the three and six months ended September 30, 2023, the Company recorded stock-based compensation expense of ($0.7) million and ($0.5) million, respectively, relating to these awards (three and six months ended September 30, 2022: $0.9 million and $1.3 million, respectively).

The Company deemed the achievement of the targets for the performance-based restricted stock units awarded during the three months ended September 30, 2023 to be probable and recorded stock-based compensation expense of $0.4 million related to these awards.

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.

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Fair Value Measurements

6 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

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.

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:

	September 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	18,235	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	7,705	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,340)	$	—	$	—	$	(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 September 30, 2023, the fair value of the Convertible Senior Notes was $80.1 million (March 31, 2023: $85.8 million).

As of September 30, 2023, the fair value of the Senior Notes was $540.0 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.

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Risk Management and Derivatives

6 Months Ended

Sep. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

RISK MANAGEMENT AND DERIVATIVES

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 September 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.

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	September 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	28,690	$	22,473
Foreign currency contracts	Other long-term assets	8,670		619
Total derivative assets designated as hedging instruments		$	37,360	$	23,092
Foreign currency contracts	Other current liabilities	$	17,215	$	21,622
Foreign currency contracts	Other long-term liabilities	382		5,769
Total derivative liabilities designated as hedging instruments		$	17,597	$	27,391
Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	116	$	3,408
Total derivative assets not designated as hedging instruments		$	116	$	3,408
Foreign currency contracts	Other current liabilities	$	379	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	379	$	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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,566,710	$	1,071	$	1,573,885	$	13,697	$	2,883,722	$	5,546	$	2,922,942	$	20,251
Cost of goods sold	$	814,715	$	(523)	$	860,051	$	(891)	$	1,523,991	$	(229)	$	1,578,911	$	(2,839)
Interest income (expense), net	$	(373)	$	(9)	$	(3,555)	$	(9)	$	(1,999)	$	(18)	$	(9,560)	$	(18)
Other income (expense), net	$	(6,429)	$	—	$	(5,771)	$	—	$	(12,814)	$	—	$	(20,012)	$	—

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

	Balance as of June 30, 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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(20,214)	$	36,418	$	548	$	15,656
Interest rate swaps	(449)		—		(9)		(440)
Total designated as cash flow hedges	$	(20,663)	$	36,418	$	539	$	15,216

	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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	25,737	$	5,317	$	15,656
Interest rate swaps	(458)		—		(18)		(440)
Total designated as cash flow hedges	$	(5,222)	$	25,737	$	5,299	$	15,216

	Balance as of June 30, 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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	51,693	$	73,116	$	12,806	$	112,003
Interest rate swaps	(486)		—		(9)		(477)
Total designated as cash flow hedges	$	51,207	$	73,116	$	12,797	$	111,526

	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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	129,374	$	17,412	$	112,003
Interest rate swaps	(495)		—		(18)		(477)
Total designated as cash flow hedges	$	(454)	$	129,374	$	17,394	$	111,526

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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,429)	$	(2,259)	$	(5,771)	$	(849)	$	(12,814)	$	(4,571)	$	(20,012)	$	(4,851)

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 September 30, 2023, the aggregate notional value of the Company's outstanding cash flow hedges was $1,227.0 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 September 30, 2023, the total notional value of the Company's outstanding undesignated derivative instruments was $429.2 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

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

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Provision for Income Taxes

6 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

PROVISION FOR INCOME TAXES

PROVISION FOR INCOME TAXES

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 21.2% and 20.2% for the three months ended September 30, 2023 and 2022, respectively. The change in the Company’s effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the three months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

The effective rates for income taxes were 22.0% and 22.4% for the six months ended September 30, 2023 and 2022, respectively. The change in the Company’s effective tax rate was primarily driven by a discrete reserve for an uncertain tax position recorded during the six months ended September 30, 2023, mostly offset by an increase in valuation allowance releases.

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 September 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 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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Earnings Per Share

6 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

EARNINGS PER SHARE

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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Numerator
Net income (loss) - Basic	$	109,614	$	86,925	$	118,163	$	94,607
Interest on Convertible Senior Notes due 2024, net of tax	225		225		450		449
Net income (loss) - Diluted	$	109,839	$	87,150	$	118,613	$	95,056
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	443,525		454,322		444,195		456,357
Dilutive effect of Class A, B, and C securities	1,948		1,577		1,670		1,544
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242		8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	453,715		464,141		454,107		466,143
Class A and Class C securities excluded as anti-dilutive (1)	13,793		7,712		18,193		8,085
Basic net income (loss) per share of Class A, B and C common stock	$	0.25	$	0.19	$	0.27	$	0.21
Diluted net income (loss) per share of Class A, B and C common stock	$	0.24	$	0.19	$	0.26	$	0.20

(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.

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Segment Data

6 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

SEGMENT DATA

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, if any; 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net revenues
North America	$	991,393	$	1,011,823	$	1,818,045	$	1,921,179
EMEA	287,091		262,679		513,732		467,860
Asia-Pacific	232,065		225,729		434,297		402,394
Latin America	53,669		58,162		109,408		107,605
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating income (loss)
North America	$	215,457	$	209,206	$	373,508	$	399,130
EMEA	40,697		35,895		71,646		54,076
Asia-Pacific	54,608		46,134		70,006		66,079
Latin America	13,644		7,177		19,421		13,411
Corporate Other	(178,647)		(179,002)		(367,892)		(378,803)
Total operating income (loss)	145,759		119,410		166,689		153,893
Interest expense, net	(373)		(3,555)		(1,999)		(9,560)
Other income (expense), net	(6,429)		(5,771)		(12,814)		(20,012)
Income (loss) before income taxes	$	138,957	$	110,084	$	151,876	$	124,321

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Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net income (loss) - Basic	$ 109,614	$ 86,925	$ 118,163	$ 94,607

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Insider Trading Arrangements	3 Months Ended
	Sep. 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

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Recent Accounting Pronouncements (Policies)

6 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

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 Stockholders' 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 September 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 and six months ended September 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

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.

Recently Adopted Account Pronouncements and Recently Issued 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 half 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 of the Condensed Consolidated Financial Statements 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.

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.

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Allowance For Doubtful Accounts (Tables)

6 Months Ended

Sep. 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	6,570		—
Write-offs, net of recoveries	(67)		—
Balance as of September 30, 2023	$	17,316	$	227

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

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Property and Equipment, Net (Tables)

6 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property and equipment consisted of the following: 

	As of September 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	480,807	$	462,721
Furniture, fixtures and displays	289,449		289,539
Buildings	68,230		48,632
Software	392,474		380,586
Office equipment	133,474		132,301
Plant equipment	178,195		178,194
Land	82,410		83,626
Construction in progress (1)	145,308		143,243
Other	16,810		17,837
Subtotal property and equipment	1,787,157		1,736,679
Accumulated depreciation	(1,099,353)		(1,063,943)
Property and equipment, net	$	687,804	$	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.

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Leases (Tables)

6 Months Ended

Sep. 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating lease costs	$	41,632	$	36,010	$	82,723	$	71,565
Variable lease costs	$	2,056	$	4,360	$	4,812	$	7,983

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

	As of September 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.93		8.03
Weighted average discount rate	4.89	%	4.69	%

Supplemental Cash Flow Information

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating cash outflows from operating leases	$	44,704	$	42,254	$	88,318	$	84,119
Leased assets obtained in exchange for new operating lease liabilities	$	16,079	$	87,971	$	21,459	$	107,560

Schedule of Operating Lease Liability Maturity

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

Fiscal year ending March 31,
2024 (six months ending)	$	84,596
2025	164,966
2026	132,655
2027	110,184
2028	92,718
2029 and thereafter	372,202
Total lease payments	$	957,321
Less: Interest	161,160
Total present value of lease liabilities	$	796,161

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Goodwill (Tables)

6 Months Ended

Sep. 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	—		(2,622)		(4,927)		—		(7,549)
Balance as of September 30, 2023	$	301,371	$	98,474	$	74,598	$	—	$	474,443

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Intangible Assets, Net (Tables)

6 Months Ended

Sep. 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 September 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,442		(4,918)		3,524
Lease-related intangible assets	1-15	1,690		(1,592)		98
Total		$	10,132	$	(6,510)	$	3,622
Indefinite-lived intangible assets						4,507
Intangible assets, net						$	8,129

	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 September 30, 2023:

Fiscal year ending March 31,
2024 (six months ending)	$	747
2025	1,494
2026	1,372
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	3,622

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Credit Facility and Other Long Term Debt (Tables)

6 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of Components of Outstanding Debt

The Company's outstanding debt consisted of the following:

	As of September 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	(687)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(62)		(267)
Unamortized debt issuance costs - Senior Notes	(1,459)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,137)		(3,632)
Total amount outstanding	675,574		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	$	594,655	$	674,478

Schedule of Maturities of Long-term Debt

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

Fiscal year ending March 31,
2024 (six 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

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Revenues (Tables)

6 Months Ended

Sep. 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Apparel	$	1,070,437	$	1,038,268	$	1,895,097	$	1,906,696
Footwear	351,202		375,885		714,872		723,136
Accessories	113,933		111,117		211,795		207,948
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Wholesale	$	939,725	$	948,154	$	1,681,683	$	1,739,840
Direct-to-consumer	595,847		577,116		1,140,081		1,097,940
Net Sales	1,535,572		1,525,270		2,821,764		2,837,780
License revenues	28,646		33,123		53,718		61,258
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

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 September 30, 2023		As of March 31, 2023
Customer refund liability	$	149,451	$	160,533
Inventory associated with reserves for sales returns	$	33,722	$	40,661

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Stock Based Compensation (Tables)

6 Months Ended

Sep. 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 six months ended September 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 September 30, 2023	1,578	$	19.44	4.32	$	—
Options exercisable at September 30, 2023	1,503	$	19.66	4.22	$	—

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 six months ended September 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	18,267	7.72
Forfeited	(1,650)	10.49
Vested	(1,088)	14.64
Outstanding at September 30, 2023	23,187	$	8.96

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Fair Value Measurements (Tables)

6 Months Ended

Sep. 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:

	September 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	18,235	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	7,705	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,340)	$	—	$	—	$	(14,082)	$	—

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Risk Management and Derivatives (Tables)

6 Months Ended

Sep. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivatives Balance Sheet Location

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	September 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	28,690	$	22,473
Foreign currency contracts	Other long-term assets	8,670		619
Total derivative assets designated as hedging instruments		$	37,360	$	23,092
Foreign currency contracts	Other current liabilities	$	17,215	$	21,622
Foreign currency contracts	Other long-term liabilities	382		5,769
Total derivative liabilities designated as hedging instruments		$	17,597	$	27,391
Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	116	$	3,408
Total derivative assets not designated as hedging instruments		$	116	$	3,408
Foreign currency contracts	Other current liabilities	$	379	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	379	$	6,567

Schedule of Effects of Cash Flow Hedges

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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,566,710	$	1,071	$	1,573,885	$	13,697	$	2,883,722	$	5,546	$	2,922,942	$	20,251
Cost of goods sold	$	814,715	$	(523)	$	860,051	$	(891)	$	1,523,991	$	(229)	$	1,578,911	$	(2,839)
Interest income (expense), net	$	(373)	$	(9)	$	(3,555)	$	(9)	$	(1,999)	$	(18)	$	(9,560)	$	(18)
Other income (expense), net	$	(6,429)	$	—	$	(5,771)	$	—	$	(12,814)	$	—	$	(20,012)	$	—

Schedule of Cash Flows in AOCI

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

	Balance as of June 30, 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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(20,214)	$	36,418	$	548	$	15,656
Interest rate swaps	(449)		—		(9)		(440)
Total designated as cash flow hedges	$	(20,663)	$	36,418	$	539	$	15,216

	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 September 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	25,737	$	5,317	$	15,656
Interest rate swaps	(458)		—		(18)		(440)
Total designated as cash flow hedges	$	(5,222)	$	25,737	$	5,299	$	15,216

	Balance as of June 30, 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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	51,693	$	73,116	$	12,806	$	112,003
Interest rate swaps	(486)		—		(9)		(477)
Total designated as cash flow hedges	$	51,207	$	73,116	$	12,797	$	111,526

	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 September 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	129,374	$	17,412	$	112,003
Interest rate swaps	(495)		—		(18)		(477)
Total designated as cash flow hedges	$	(454)	$	129,374	$	17,394	$	111,526

Schedule of Fair Value Hedging Activity

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 September 30,								Six Months Ended September 30,
	2023				2022				2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,429)	$	(2,259)	$	(5,771)	$	(849)	$	(12,814)	$	(4,571)	$	(20,012)	$	(4,851)

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Earnings per Share (Tables)

6 Months Ended

Sep. 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Numerator
Net income (loss) - Basic	$	109,614	$	86,925	$	118,163	$	94,607
Interest on Convertible Senior Notes due 2024, net of tax	225		225		450		449
Net income (loss) - Diluted	$	109,839	$	87,150	$	118,613	$	95,056
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	443,525		454,322		444,195		456,357
Dilutive effect of Class A, B, and C securities	1,948		1,577		1,670		1,544
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242		8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	453,715		464,141		454,107		466,143
Class A and Class C securities excluded as anti-dilutive (1)	13,793		7,712		18,193		8,085
Basic net income (loss) per share of Class A, B and C common stock	$	0.25	$	0.19	$	0.27	$	0.21
Diluted net income (loss) per share of Class A, B and C common stock	$	0.24	$	0.19	$	0.26	$	0.20

(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

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Segment Data (Tables)

6 Months Ended

Sep. 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 September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Net revenues
North America	$	991,393	$	1,011,823	$	1,818,045	$	1,921,179
EMEA	287,091		262,679		513,732		467,860
Asia-Pacific	232,065		225,729		434,297		402,394
Latin America	53,669		58,162		109,408		107,605
Corporate Other	2,492		15,492		8,240		23,904
Total net revenues	$	1,566,710	$	1,573,885	$	2,883,722	$	2,922,942

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

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
Operating income (loss)
North America	$	215,457	$	209,206	$	373,508	$	399,130
EMEA	40,697		35,895		71,646		54,076
Asia-Pacific	54,608		46,134		70,006		66,079
Latin America	13,644		7,177		19,421		13,411
Corporate Other	(178,647)		(179,002)		(367,892)		(378,803)
Total operating income (loss)	145,759		119,410		166,689		153,893
Interest expense, net	(373)		(3,555)		(1,999)		(9,560)
Other income (expense), net	(6,429)		(5,771)		(12,814)		(20,012)
Income (loss) before income taxes	$	138,957	$	110,084	$	151,876	$	124,321

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Allowance For Doubtful Accounts - Schedule of Financing Receivable, Allowance for Credit Loss (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2023 USD ($)
Allowance for doubtful accounts - within accounts receivable, net
Beginning balance	$ 10,813
Increases (decreases) to costs and expenses	6,570
Write-offs, net of recoveries	(67)
Ending balance	17,316
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

XML

Property and Equipment, Net- Components Of Property And Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	$ 1,787,157	$ 1,736,679
Accumulated depreciation	(1,099,353)	(1,063,943)
Property and equipment, net	687,804	672,736
Leasehold and tenant improvements
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	480,807	462,721
Furniture, fixtures and displays
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	289,449	289,539
Buildings
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	68,230	48,632
Software
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	392,474	380,586
Office equipment
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	133,474	132,301
Plant equipment
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	178,195	178,194
Land
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	82,410	83,626
Construction in progress
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	145,308	143,243
Other
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	$ 16,810	$ 17,837

XML

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 34.7	$ 33.2	$ 70.4	$ 67.1

XML

Leases - Leases Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 31, 2023
Leases [Abstract]
Operating lease costs	$ 41,632	$ 36,010	$ 82,723	$ 71,565
Variable lease costs	$ 2,056	4,360	$ 4,812	7,983
Weighted average remaining lease term (in years)	7 years 11 months 4 days		7 years 11 months 4 days		8 years 10 days
Weighted average discount rate	4.89%		4.89%		4.69%
Operating cash outflows from operating leases	$ 44,704	42,254	$ 88,318	84,119
Leased assets obtained in exchange for new operating lease liabilities	$ 16,079	$ 87,971	$ 21,459	$ 107,560

XML

Leases - Maturities of Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
2024 (six months ending)	$ 84,596
2025	164,966
2026	132,655
2027	110,184
2028	92,718
2029 and thereafter	372,202
Total lease payments	957,321
Less: Interest	161,160
Total present value of lease liabilities	$ 796,161

XML

Leases - Narrative (Details) $ in Millions	Sep. 30, 2023 USD ($)
Leases [Abstract]
Leases not yet commenced	$ 9.3

XML

Goodwill - Changes in Carrying Amount of Goodwill (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 481,992
Effect of currency translation adjustment	(7,549)
Goodwill, ending balance	474,443
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	(2,622)
Goodwill, ending balance	98,474
Asia-Pacific
Goodwill [Roll Forward]
Goodwill, beginning balance	79,525
Effect of currency translation adjustment	(4,927)
Goodwill, ending balance	74,598
Latin America
Goodwill [Roll Forward]
Goodwill, beginning balance	0
Effect of currency translation adjustment	0
Goodwill, ending balance	$ 0

XML

Intangible Assets, Net - Schedule Of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 10,132	$ 12,911
Accumulated Amortization	(6,510)	(8,422)
Net Carrying Amount	3,622	4,489
Indefinite-lived intangible assets	4,507	4,451
Intangible assets, net	8,129	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	8,442	8,711
Accumulated Amortization	(4,918)	(4,377)
Net Carrying Amount	3,524	4,334
Lease-related intangible assets
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,690	1,664
Accumulated Amortization	(1,592)	(1,542)
Net Carrying Amount	$ 98	$ 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

XML

Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 0.4	$ 0.5	$ 0.7	$ 0.9
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

XML

Intangible Assets, Net - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (six months ending)	$ 747
2025	1,494
2026	1,372
2027	9
2028	0
2029 and thereafter	0
Net Carrying Amount	$ 3,622	$ 4,489

XML

Supply Chain Finance Program (Details) - USD ($) $ in Millions	Sep. 30, 2023	Mar. 31, 2023
Payables and Accruals [Abstract]
Outstanding payment obligations	$ 175.8	$ 250.8

XML

Credit Facility and Other Long Term Debt - Components of Convertible Senior Notes (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023	Jun. 30, 2016
Debt Instrument [Line Items]
Total principal payments due	$ 680,919	$ 680,919
Total amount outstanding	675,574	674,478
Current maturities of long-term debt (Note 9)	80,919	0
Non-current portion of long-term debt	594,655	674,478
Credit Facility
Debt Instrument [Line Items]
Unamortized debt issuance costs - Credit facility	(3,137)	(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	$ (62)	(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	(687)	(814)
Unamortized debt issuance costs - Credit facility	$ (1,459)	$ (1,728)	$ (5,400)
Stated interest rate, percentage	3.25%		3.25%

XML

Credit Facility and Other Long Term Debt - Credit Facility (Details)	6 Months Ended
	Sep. 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%

XML

Credit Facility and Other Long Term Debt - Senior Notes, Capped Call Transaction and Interest Expense (Details)	1 Months Ended
	May 31, 2020 d $ / shares	Sep. 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		$ 1,459,000	$ 1,728,000	$ 5,400,000

XML

Credit Facility and Other Long Term Debt - Interest Expense Related to Convertible Senior Notes (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Debt Disclosure [Abstract]
Interest expense, debt	$ 5.5	$ 6.5	$ 11.3	$ 13.2

XML

Credit Facility and Other Long Term Debt - Scheduled Maturities Of Long Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Debt Disclosure [Abstract]
2024 (six 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

XML

Commitments and Contingencies (Details) $ in Millions					2 Months Ended
	Sep. 27, 2023 motion	Mar. 16, 2023 case	Jan. 27, 2021 case	Sep. 14, 2020 case	Oct. 21, 2020 case	Jul. 31, 2018 case	Sep. 30, 2023 USD ($)	Mar. 23, 2017 case
Loss Contingencies [Line Items]
Estimated liability | $							$ 20
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
Loss contingency, motion seeking reconsideration | motion	1

XML

Stockholders' Equity (Details)		3 Months Ended			6 Months Ended
	Feb. 23, 2022 USD ($)	Sep. 30, 2023 USD ($) vote $ / shares shares	Jun. 30, 2023 shares	Sep. 30, 2022 USD ($) shares	Sep. 30, 2023 USD ($) vote $ / shares shares	Sep. 30, 2022 USD ($) shares	Mar. 31, 2023 $ / shares shares
Class of Stock [Line Items]
Stock repurchased and retired in period, excise tax accrued | $		$ 400,000			$ 400,000
Retained Earnings
Class of Stock [Line Items]
Stock repurchased and retired during period, value | $		51,297,000			51,297,000
Class C Common Stock Repurchase Program
Class of Stock [Line Items]
Stock repurchase program, authorized amount | $	$ 500,000,000	$ 50,000,000			$ 50,000,000
Stock repurchase program, period in force	2 years
Stock repurchased and retired during period, shares (in shares)					42,500,000
Stock repurchased and retired during period, value | $					$ 475,000,000
Class A Common Stock
Class of Stock [Line Items]
Common stock, authorized (in shares)		400,000,000			400,000,000		400,000,000
Commons stock, par value (in dollars per share) | $ / shares		$ 0.0003			$ 0.0003		$ 0.0003
Number of votes per share | vote		1			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		34,450,000
Commons stock, par value (in dollars per share) | $ / shares		$ 0.0003			$ 0.0003		$ 0.0003
Number of votes per share | vote		10			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		400,000,000
Commons stock, par value (in dollars per share) | $ / shares		$ 0.0003			$ 0.0003		$ 0.0003
Stock repurchased and retired during period, shares (in shares)		7,600,000		3,200,000		9,900,000
Stock repurchased and retired during period, value | $		$ 50,000,000		$ 25,000,000	$ 50,000,000	$ 50,000,000
Common Class C | Retained Earnings
Class of Stock [Line Items]
Stock repurchased and retired during period, value | $		$ 51,300,000		$ 24,749,000		$ 99,406,000
Common Stock
Class of Stock [Line Items]
Stock repurchased and retired during period, shares (in shares)			0

XML

Revenues - Net Revenues By Product Category and Distribution Channels (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Net revenues	$ 1,566,710	$ 1,573,885	$ 2,883,722	$ 2,922,942
Wholesale
Segment Reporting Information [Line Items]
Revenues	939,725	948,154	1,681,683	1,739,840
Direct-to-consumer
Segment Reporting Information [Line Items]
Revenues	595,847	577,116	1,140,081	1,097,940
Corporate Other
Segment Reporting Information [Line Items]
Net revenues	2,492	15,492	8,240	23,904
Apparel
Segment Reporting Information [Line Items]
Revenues	1,070,437	1,038,268	1,895,097	1,906,696
Footwear
Segment Reporting Information [Line Items]
Revenues	351,202	375,885	714,872	723,136
Accessories
Segment Reporting Information [Line Items]
Revenues	113,933	111,117	211,795	207,948
Net Sales
Segment Reporting Information [Line Items]
Revenues	1,535,572	1,525,270	2,821,764	2,837,780
License revenues
Segment Reporting Information [Line Items]
Revenues	$ 28,646	$ 33,123	$ 53,718	$ 61,258

XML

Revenues - Customer Refund Liability (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Customer refund liability
Disaggregation of Revenue [Line Items]
Reserves for customer returns allowances markdowns and discounts	$ 149,451	$ 160,533
Inventory associated with reserves for sales returns
Disaggregation of Revenue [Line Items]
Reserves for customer returns allowances markdowns and discounts	$ 33,722	$ 40,661

XML

Revenues - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Contract liability	$ 23.4		$ 23.4		$ 25.9
Revenue recognized	$ 1.9	$ 1.3	$ 5.1	$ 6.1

XML

Other Employee Benefits (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 31, 2023
Retirement Benefits [Abstract]
401(k) contribution matching expense	$ 3.4	$ 2.6	$ 6.7	$ 4.2
Deferred compensation plan obligations	14.3		14.3		$ 14.1
TOLI policies held by the Rabbi Trust	$ 7.7		$ 7.7		$ 7.7

XML

Stock Based Compensation - Stock Compensation Plans (Details) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) shares	Sep. 30, 2023 USD ($) installment $ / shares shares	Sep. 30, 2022 USD ($) shares	Mar. 31, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation			$ 23,357	$ 19,708
Number of equal annual vesting installments | installment			3
Options outstanding, number of underlying shares (in shares) | shares	1,578,000		1,578,000		1,578,000
Employees and Non-Employee Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 10,000	$ 8,300	$ 20,300	19,700
Unrecognized compensation costs	97,800		$ 97,800
Unrecognized compensation costs, period for recognition			2 years 1 month 28 days
Marketing and Consulting Partners
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	75,200		$ 75,200
Unrecognized compensation costs, period for recognition			10 years 7 months 9 days
Share based compensation	$ 2,400	800	$ 4,700	1,700
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) | shares	800,000		800,000
Performance Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation	$ (700)	$ 900	$ (500)	$ 1,300
Performance Based Restricted Stock Units, Achievement Probable
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation	400
Performance Based Restricted Stock Units, Achievement Improbable
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation	$ (900)
2005 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of stock awards			$ 150
Vesting percentage	100.00%		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) | shares	8,300,000		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) | shares	33,100,000		33,100,000
2005 Plan | Performance Based Restricted Stock Units | Certain Executives and Key Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares) | shares	1,700,000		900,000
Shares granted (in dollars per share) | $ / shares	$ 6.92		$ 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) | shares	1		1
Period shares delivered following termination of director's service			6 months
ESPPs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
ESPP discount rate from fair market value			15.00%
ESPPs | Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares) | shares	2,700,000		2,700,000
ESPPs | Common Class C
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares) | shares	800,000		800,000
ESPP shares granted during period (in shares) | shares	156,900	171,600	302,100	293,000

XML

Stock Based Compensation - Schedule Of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Sep. 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 3 months 25 days	4 years 9 months 25 days
Options exercisable, weighted average remaining contractual life (in years)	4 years 2 months 19 days
Options outstanding, total intrinsic value	$ 0	$ 0
Options exercisable, end of year	$ 0

XML

Stock Based Compensation - Schedule Of Restricted Stock And Restricted Stock Units (Details) - Restricted Stock and Restricted Stock Units	6 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of Restricted Shares
Outstanding, beginning of year (in shares) | shares	7,658,000
Granted (in shares) | shares	18,267,000
Forfeited (in shares) | shares	(1,650,000)
Vested (in shares) | shares	(1,088,000)
Outstanding, end of year (in shares) | shares	23,187,000
Weighted Average Grant Date Fair Value
Outstanding, beginning of year (in dollars per share) | $ / shares	$ 13.01
Granted (in dollars per share) | $ / shares	7.72
Forfeited (in dollars per share) | $ / shares	10.49
Vested (in dollars per share) | $ / shares	14.64
Outstanding, end of year (in dollars per share) | $ / shares	$ 8.96

XML

Fair Value Measurements - Financial Assets And (Liabilities) Measured At Fair Value (Details) - USD ($) $ in Thousands	Sep. 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)	$ 7,700	$ 7,700
Deferred Compensation Plan obligations (see Note 13)	(14,300)	(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)	7,705	7,691
Deferred Compensation Plan obligations (see Note 13)	(14,340)	(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)	18,235	(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

XML

Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2023	Mar. 31, 2023
Convertible Senior Notes
Debt Instrument [Line Items]
Fair value	$ 80.1	$ 85.8
Senior Notes
Debt Instrument [Line Items]
Fair value	$ 540.0	$ 553.9

XML

Risk Management and Derivatives - Balance Sheet Location (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Mar. 31, 2023
Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative assets	$ 37,360	$ 23,092
Derivative liabilities	17,597	27,391
Designated as Hedging Instrument | Foreign currency contracts | Other current assets
Derivatives, Fair Value [Line Items]
Derivative assets	28,690	22,473
Designated as Hedging Instrument | Foreign currency contracts | Other long-term assets
Derivatives, Fair Value [Line Items]
Derivative assets	8,670	619
Designated as Hedging Instrument | Foreign currency contracts | Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	17,215	21,622
Designated as Hedging Instrument | Foreign currency contracts | Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	382	5,769
Not Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative assets	116	3,408
Derivative liabilities	379	6,567
Not Designated as Hedging Instrument | Foreign currency contracts | Other current assets
Derivatives, Fair Value [Line Items]
Derivative assets	116	3,408
Not Designated as Hedging Instrument | Foreign currency contracts | Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	379	6,563
Not Designated as Hedging Instrument | Foreign currency contracts | Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	$ 0	$ 4

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Risk Management and Derivatives - Hedging Activity (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Instruments, Gain (Loss) [Line Items]
Net revenues	$ 1,566,710	$ 1,573,885	$ 2,883,722	$ 2,922,942
Cost of goods sold	814,715	860,051	1,523,991	1,578,911
Interest income (expense), net	(373)	(3,555)	(1,999)	(9,560)
Other income (expense), net	(6,429)	(5,771)	(12,814)	(20,012)
Net revenues
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	1,071	13,697	5,546	20,251
Cost of goods sold
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	(523)	(891)	(229)	(2,839)
Interest income (expense), net
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	(9)	(9)	(18)	(18)
Other income (expense), net
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	$ 0	$ 0	$ 0	$ 0

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Risk Management and Derivatives - Derivative Other Comprehensive Income Rollforward (Details) - Cash Flow Hedges - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	$ (20,663)	$ 51,207	$ (5,222)	$ (454)
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	36,418	73,116	25,737	129,374
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	539	12,797	5,299	17,394
Derivative assets (liabilities), ending balance	15,216	111,526	15,216	111,526
Foreign currency contracts
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	(20,214)	51,693	(4,764)	41
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	36,418	73,116	25,737	129,374
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	548	12,806	5,317	17,412
Derivative assets (liabilities), ending balance	15,656	112,003	15,656	112,003
Interest rate swaps
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	(449)	(486)	(458)	(495)
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	0	0	0	0
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	(9)	(9)	(18)	(18)
Derivative assets (liabilities), ending balance	$ (440)	$ (477)	$ (440)	$ (477)

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Risk Management and Derivatives - Effects of Undesignated Derivatives and Fair Value Hedge Activities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative [Line Items]
Other income (expense), net	$ (6,429)	$ (5,771)	$ (12,814)	$ (20,012)
Other income (expense), net
Derivative [Line Items]
Amount of Gain (Loss) on Fair Value Hedge Activity	$ (2,259)	$ (849)	$ (4,571)	$ (4,851)

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Risk Management and Derivatives - Narrative (Details) - USD ($) $ in Millions	6 Months Ended
	Sep. 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	$ 429.2	$ 396.7
Cash Flow Hedges | Foreign currency contracts
Derivative [Line Items]
Notional amount	$ 1,227.0	$ 799.7

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Provision for Income Taxes (Details)	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Effective income tax rate reconciliation, percent	21.20%	20.20%	22.00%	22.40%

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Earnings per Share - Schedule Of Reconciliation Of Basic Earnings Per Share To Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator
Net income (loss) - Basic	$ 109,614	$ 86,925	$ 118,163	$ 94,607
Interest on Convertible Senior Notes due 2024, net of tax	225	225	450	449
Net income (loss) - Diluted	$ 109,839	$ 87,150	$ 118,613	$ 95,056
Denominator
Weighted average common shares outstanding Class A, B and C - Basic (in shares)	443,525	454,322	444,195	456,357
Dilutive effect of Class A, B, and C securities (in shares)	1,948	1,577	1,670	1,544
Dilutive effect of Convertible Senior Notes due 2024 (in shares)	8,242	8,242	8,242	8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C (in shares)	453,715	464,141	454,107	466,143
Basic net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.25	$ 0.19	$ 0.27	$ 0.21
Diluted net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.24	$ 0.19	$ 0.26	$ 0.20
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)	13,793	7,712	18,193	8,085

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Segment Data - Geographic Distribution Of The Company's Net Revenues And Operating Income (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2023 USD ($) industry	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) industry	Sep. 30, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of industries per segment | industry	1		1
Net revenues	$ 1,566,710	$ 1,573,885	$ 2,883,722	$ 2,922,942
Operating income (loss)	145,759	119,410	166,689	153,893
Interest expense, net	(373)	(3,555)	(1,999)	(9,560)
Other income (expense), net	(6,429)	(5,771)	(12,814)	(20,012)
Income (loss) before income taxes	138,957	110,084	151,876	124,321
Corporate Other
Segment Reporting Information [Line Items]
Net revenues	2,492	15,492	8,240	23,904
Operating income (loss)	(178,647)	(179,002)	(367,892)	(378,803)
North America | Operating Segments
Segment Reporting Information [Line Items]
Net revenues	991,393	1,011,823	1,818,045	1,921,179
Operating income (loss)	215,457	209,206	373,508	399,130
EMEA | Operating Segments
Segment Reporting Information [Line Items]
Net revenues	287,091	262,679	513,732	467,860
Operating income (loss)	40,697	35,895	71,646	54,076
Asia-Pacific | Operating Segments
Segment Reporting Information [Line Items]
Net revenues	232,065	225,729	434,297	402,394
Operating income (loss)	54,608	46,134	70,006	66,079
Latin America | Operating Segments
Segment Reporting Information [Line Items]
Net revenues	53,669	58,162	109,408	107,605
Operating income (loss)	$ 13,644	$ 7,177	$ 19,421	$ 13,411