Amended Current Report Filing (8-k/a)
September 08 2021 - 12:26PM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________________________________________________
FORM 8-K/A
(Amendment No.1)
____________________________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 13,
2021
________________________________________________________________________________
UNDER ARMOUR, INC.
________________________________________________________________________________
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Maryland
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001-33202
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52-1990078
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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1020 Hull Street, Baltimore, Maryland
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21230 |
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(410) 454-6428
(Former name or former address, if changed since last
report)
Securities registered pursuant to Section 12(b) of the Act:
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Class A Common Stock
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UAA |
New York Stock Exchange
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Class C Common Stock
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UA |
New York Stock Exchange
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(Title of each class)
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(Trading Symbols)
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(Name of each exchange on which registered)
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________________________________________________
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
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☐ |
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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.
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EXPLANATORY NOTE
Under Armour, Inc. (the “Company”) is filing this Amendment No. 1
to amend the Company’s Current Report on Form 8-K filed on August
16, 2021 (the “Original 8-K”) to update certain disclosures therein
under Item 5.02. This Amendment No. 1 was inadvertently filed as a
Form 8-K on September 7, 2021 and is being filed again as a Form
8-K/A. The disclosure contained in Item 5.02 of the Original 8-K is
hereby supplemented and amended by the disclosure contained in Item
5.02 of this Amendment No. 1.
Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On August 16, 2021, the Company filed the Original 8-K announcing
the election of David W. Gibbs as Director of the Company effective
September 1, 2021. At that time, Mr. Gibbs had not been appointed
to any committee of the Board of Directors. On September 1, 2021,
the Board of Directors appointed Mr. Gibbs to serve as a member of
the Audit Committee and the Human Capital and Compensation
Committee, effective October 1, 2021. In connection therewith, the
Board of Directors also voted to update the composition of the
Audit Committee, the Human Capital and Compensation Committee and
the Corporate Governance and Sustainability Committee, effective
October 1, 2021, as follows:
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Audit Committee
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Human Capital and Compensation Committee
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Corporate Governance and Sustainability Committee
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Douglas E. Coltharp (Chair)
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Harvey L. Sanders (Chair)
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Eric T. Olson (Chair)
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Mohamed A. El-Erian
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Jerri L. DeVard
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Jerri L. DeVard
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David W. Gibbs
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David W. Gibbs
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Karen W. Katz
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Westley Moore
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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UNDER ARMOUR, INC.
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Date: September 8, 2021 |
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By:
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/s/ John P. Stanton |
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John P. Stanton |
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Executive Vice President, General Counsel &
Secretary |
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