Under Armour Inc
For the period ended Sep 3, 2025. Filed Jun 26, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Sep 3, 2025 · Filed Jun 26, 2025
Contents
Objectives and Elements of our Compensation Program
The overall objectives of our compensation program for our executive officers are to:
Attract and retain highly qualified executives committed to our brand;
Reward performance and motivate our executives to build and grow our business profitably;
Align the interests of our executives with the interests of our stockholders;
Provide competitive pay based on peer group and market data; and
Provide internally equitable compensation to recognize our team-based approach.
During fiscal year 2025, the critical elements of our executive compensation program for our named executive officers that are designed to help achieve these objectives are as follows:
| Compensation Element | Purpose | Key Characteristics | |||
| FIXED | |||||
|---|---|---|---|---|---|
| Base Salary | Compensate fairly and competitively to help us attract and retain highly qualified executives | Determined primarily by the level of responsibility and experience while also considering competitive market data and internal equity | |||
| AT RISK | |||||
| Annual Cash Incentive Awards | Reward executives for the achievement of near-term financial objectives and individual performance | Target cash incentive amount set as a percentage of base salaryActual payout based on performance against pre-established financial targets and an individual performance factor | |||
| Equity Awards | Directly link the interests of executives with stockholders, promote retention and reward strong performance to create long-term stockholder value | Reflects a combination of time based and performance based restricted stock units with the value of the awards directly tied to our stock priceTime based awards vest in three equal annual installmentsPerformance based awards vest only upon achievement of currency neutral net revenue and adjusted operating income targets; if achieved, these awards vest in three equal annual installments beginning at the end of the one-year performance period | |||
As discussed further throughout this discussion and analysis, the fiscal year 2025 compensation package for our President and Chief Executive Officer consisted of a base salary, a performance based award vesting in certain annual increments only upon achievement of a share-price hurdle and a time based award vesting in three equal annual installments. As our founder and majority stockholder, tying the majority of Mr. Plank’s compensation solely to achievement of a significant share price increase represents his commitment to the performance and growth of our business and provides further alignment with the interests of our stockholders.
We offer limited benefits and perquisites to our executives and do not offer pension or other retirement plans, other than a 401(k) plan that is offered to our employees generally and a deferred compensation plan pursuant to which executives may defer certain compensation; however, we did not make any company contributions to this plan in fiscal year 2025 for any executive officers. See “—Benefits and Perquisites” below. Our annual equity awards include provisions allowing the acceleration of all or a portion of unvested amounts upon retirement for employees that meet certain criteria based on age and years of service. None of our named executive officers currently meet these retirement eligibility criteria.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.