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2018 | Annual Report Transformation 2018 | ANNUAL REPORT TRANSFORMATION MISTY COPELAND JOEL EMBIID UNDER ARMOUR ANNUAL REPORT UNDER ARMOUR ANNUAL 2018 2018 JORDAN SPIETH INNOVATION 2018 2018 UNDER ARMOUR ANNUAL REPORT UNDER ARMOUR ANNUAL UA SPEEDPOCKET™: UNDER ARMOUR’S REVOLUTIONARY U STORAGE SYSTEM KEEPS RUNNER’S ESSENTIALS STABLE UA HOVR™ INFINITE: DIGITALLY CONNECTED, ZERO GRAVITY FEEL STEPHEN CURRY: 3X NBA CHAMPION & 2X NBA MVP; CURRY 6 FEATURING UA HOVR TECHNOLOGY ANTHONY JOSHUA: WORLD HEAVYWEIGHT CHAMPION; UA RUSH APPAREL SHAREHOLDER | LETTER To Our Shareholders, 2018 was a productive, evolutionary year for Under Armour – First, is our brand promise which is to inspire, enable and one that demonstrated measured progress against our strategic, empower human performance through innovative athletic operational and cultural transformation. products and compelling experiences. It’s our past, present and future – an emphasis we believe will prove to be our greatest Amid our focus on executing against a number of business strength. And it’s this relentless pursuit of advancing athletic åêåðåÝðåòáïëñîğêÝêßåÝèìáîâëîéÝêßáàáèåòáîáàÝãÝåêïðëñî ìëðáêðåÝèðäÝðñêàáîïßëîáïëñîòåïåëêðëåêïìåîáõëñóåðä expectations. Revenue grew 4 percent to reach $5.2 billion ìáîâëîéÝêßáïëèñðåëêïõëñêáòáîçêáóõëñêááàáàÝêàßÝêĊð including balanced growth from our wholesale and DTC imagine living without. In this pursuit, Under Armour’s mission is businesses, which were up 3 percent and 4 percent, respectively. ðëÏÝçáÛëñÄáððáî Our international business was up 23 percent led by continued ïðîáêãðäåêÇÏÇÃÝêàÃïåÝÒÝßåğßÝêàÐëîðäÃéáîåßÝàáßèåêáà In 2018, we delivered on our promise, vision and mission. Within 2 percent as we executed against inventory management ÝììÝîáèóáïÝóßëêðåêñáàïñßßáïïóåðäçáõðáßäêëèëãåßÝè initiatives designed to better position ourselves for operating ÝàòÝêßáéáêðïèåçáÔáÝßðëîÝêàÖäîáÝàÞëîêáÝïóáèèÝïïðîëêã áġßåáêßåáïÝêàâñðñîáãîëóðäÑñîâñèèõáÝîãîëïïéÝîãåêóÝï óåêïåêáôßèñïåòáëĞáîåêãïèåçáÒîëæáßðÔëßçÝêà×êïðëììÝÞèá unchanged from the prior year at 45.1 percent, or up 30 basis driving newness, innovation, and style to our consumers through points to 45.5 percent on an adjusted basis, which excludes the ïäÝîìáîïáãéáêðÝðåëêÝêààåĞáîáêðåÝðåëê T åéìÝßðïëâëñîîáïðîñßðñîåêãáĞëîðï Our footwear business also saw a major evolution with the We also made progress with respect to SG&A expenses which launch of our new cushioning platform – Under Armour HOVR were up 4 percent in 2018, following 14 percent growth in 2017 starting in running with the Sonic and Phantom styles and and 22 percent growth in 2016. Adjusted operating income was áôìÝêàåêãðëÞÝïçáðÞÝèèóåðäðäáÊÑØÔÊÝòëßÃààåðåëêÝèèõ $179 million, or a $25 million operating loss on a GAAP basis. the Curry 5, Curry 6, Breathe Lace and Forge96 continued Adjusted diluted earnings per share of $0.27 represented a 42 to authenticate our unique value proposition of meaningful ìáîßáêðåêßîáÝïáõáÝîëòáîõáÝîóäåßäëêÝÉÃÃÒÞÝïåïóÝï innovation coupled with style and a strong design point of view. UNDER ARMOUR ANNUAL REPOR UNDER ARMOUR ANNUAL 18 $0.10 of diluted loss per share. 0 2 ÕáßëêàâëèèëóåêãÝêåêàáìðäãèëÞÝèïáãéáêðÝðåëêïðñàõ ÄáõëêààáèåòáîåêãëêëñîğêÝêßåÝèëÞæáßðåòáïðäáîáóáîáðäîáá óáåàáêðåğáàëñîßëîáßëêïñéáîðëàáğêáëñîëòáîÝèèéÝîçáð main strategies we executed against in the second year of our opportunity, strengthen our brand position and truly understand ðäîááõáÝîðîÝêïâëîéÝðåëêÝßèÝîåğáàâëßñïëêëñîìñîìëïá how to maximize the emotional and functional expectations mission and vision; a renewed consumer centric approach; and, ëâãèëÞÝèÝðäèáðáïÃððäåïóáèèåêâëîéáàÝêàÝîðåßñèÝðáà ÝßëéìèáðáëòáîäÝñèëâëñîãëðëéÝîçáðìîëßáïï intersection of demand centric growth and a consumer’s àáßåïåëêæëñîêáõóáêëóäÝòáÝßèáÝîìèÝõÞëëçîëëðáàğîéèõåê SHAREHOLDER | LETTER ÝðäèáðåßìáîâëîéÝêßááêãåêááîáàðëàîåòáïñïðÝåêÝÞèáìîëğðÝÞèá • Delivering balanced, sustainable earnings growth through growth. éÝîãåêáôìÝêïåëêßëïðáġßåáêßåáïÝêàåêòáïðéáêðåê strategic growth initiatives to drive consistent shareholder ÖäåîàÝïìÝîðëâëñîàåïßåìèåêáàëìáîÝðåêãéëàáèóáðëëçëñî return. ãëðëéÝîçáðìîëßáïïâîëéÝììîëôåéÝðáèõðë#éëêðäï Centered in a holistic structural and process realignment of As we turn the corner into 2019, we remain resolute in our category, strategy and product teams with our regional, Protecting This House – the Under Armour brand – and éÝîçáðåêãÝêàïñììèõßäÝåêâñêßðåëêïðäåïëìðåéåöÝðåëê åéìèáéáêðåêãïðîÝðáãåáïðëáêïñîáäáÝèðäõÞîÝêàîåãäðãîëóðä supports greater internal and external alignment enabling With a stronger foundation and greatly improved execution éëîáàÝðÝåêâëîéáààáßåïåëêéÝçåêãÝêàÞáððáîáġßåáêßåáïåê ability, we are gaining momentum and earning every moment, serving our consumers and customers. experience and engagement with our consumers, customers and shareholders. As we closed out the year, we held an investor meeting where óáìîëòåàáàÝêåêàáìðäëòáîòåáóëâëñîèëêãðáîéïðîÝðáãõÝêà ËêßèëïåêãëñîëìáîÝðåêãéëàáèåïóëîçåêãÝêàóáÝîá ğêÝêßåÝèéëàáèÝêàðäáçáõåêåðåÝðåòáïàáïåãêáàðëàîåòáãîëóðä ßëééåððáàðëëñîèëêãðáîéïðîÝðáãåßìèÝêÙáÝîáåê ÝêàìîëğðÝÞåèåðõëòáîðäáêáôðğòáõáÝîïÈëñêàÝðåëêÝèáèáéáêðï 2 command of our business and actively applying the lessons 0 18 ðëðäåïìèÝêåêßèñàá we’ve learned by capitalizing on our strengths to optimize UNDER ARM the numerous opportunities ahead for Under Armour. I am • ÃïåêãèáéåêàáàâëßñïëêåêêëòÝðåòáÝðäèáðåßìáîâëîéÝêßá incredibly proud of what we have accomplished throughout product and experiences; ðäåïðîÝêïâëîéÝðåëêÒëóáîáàÞõÝóëîèàßèÝïïìÝïïåëêÝðá O • Becoming consumer centric by harnessing data science éÝêÝãáéáêððáÝéîñêêåêãÝéÝîçáàèõéëîáàáèåÞáîÝðáéëàáè REP UR ANNUAL and analytics along with the world’s largest digitally – we are running hard toward solidifying ourselves as one of the ßëêêáßðáàäáÝèðäÝêàğðêáïïßëééñêåðõðëàîåòá óëîèàĊïãîáÝðáïðÝðäèáðåßìáîâëîéÝêßáÞîÝêàïÙáÙåèè engagement, preference and consideration; O • Continuing to elevate investments toward the largest, R T highest return growth opportunities including the ßëéìÝêõĊïåêðáîêÝðåëêÝèàåîáßððëßëêïñéáîâëëðóáÝîÝêà women’s businesses; • Emphasizing digital engagement and conversion, and retail excellence; • Protecting the brand through selective, optimal and ÍáòåêÃÒèÝêç premium wholesale distribution; and, ÅäÝåîéÝêÝêàÅäåáâÇôáßñðåòáÑġßáî MOMENTUM DWAYNE “THE ROCK” JOHNSON UNDER ARMOUR ANNUAL REPORT UNDER ARMOUR ANNUAL 2018 2018 LINDSEY VONN UNITED STTATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________________________________ Form 10-K __________________________________________________ (Mark One) þ ANNUAL REPORT PURSUANTTOSECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANTTOSECTION 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 (I.R.S. Employer incorporation or organization) Identification No.) 1020 Hull Street Baltimore, Maryland 21230 (410) 454-6428 (Address of principal executive offices) (Zip Code) (Registrant’sTTelephone Numberr,Including Area Code) Securities registered pursuant to Section 12(b) of the Act: Class A Common Stock New York Stock Exchange Class CCommon Stock New York Stock Exchange (Title of each class) (Name of each exchange on which registered) Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is awell-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No ¨ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ 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) hasbeen subject to such filing requirements for the past 90 days. Yes þ No ¨ Indicate by check mark whether the registrant hassubmitted electronicallyand posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. Yes þ No ¨ Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 or Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ Indicate by check mark whether the registrant is alarge accelerated filer, anaccelerated filer, a non-accelerated filer, a smaller reporting company,oranemerging growth company.See the 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 þ Accelerated filer ¨ Non-accelerated filer ¨ (Do not check if asmaller reporting company) Smaller reporting company ¨ Emerging growth company ¨ If an emerging growth companyy,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
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