In connection with various contracts and agreements, the Company has agreed to indemnify counterparties against certain third party claims relating to the infringement of intellectual property rights and other items. Generally, such indemnification obligations do not apply in situations in which the counterparties are grossly negligent, engage in willful misconduct, or act in bad faith. Based on the Company’s historical experience and the estimated probability of future loss, the Company has determined that the fair value of such indemnifications is not material to its consolidated financial position or results of operations.

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.

As previously disclosed, the Company and certain of its current and former officers and directors were parties to two consolidated stockholder derivative actions: (1) Kenney, et al. v. Plank, et al. (the "Kenney Action"), which was filed in Maryland state court (the "State Court"); and (2) Paul, et al. v. Plank, et al. (the "Paul Action," and together with the Kenney Action, the "Derivative Actions"), which was filed in the U.S. District Court for the District of Maryland (the "District Court").

Collectively, the operative complaints in the Derivative Actions included allegations challenging, among other things, the Company's disclosures related to growth and consumer demand for certain of the Company's products; the Company's practice of shifting sales between quarterly periods supposedly to appear healthier and its purported failure to disclose that practice; the Company's internal controls with respect to revenue recognition and inventory management; the Company's supposed failure to timely disclose investigations by the U.S. Securities Exchange Commission and the U.S. Department of Justice; stock sales by certain individual defendants; and the Company's 2016 purchase from entities controlled by Mr. Plank (through Sagamore) of certain parcels of land in Baltimore Peninsula 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 State Court granted the Company's and the defendants' motion to stay the Kenney Action pending the outcome of an earlier-filed securities class action ("the Consolidated Securities Action") and an earlier-filed derivative action asserting claims relating to the purchase of parcels of land in the Baltimore Peninsula (which derivative action has since been dismissed in its entirety).

On September 27, 2023, the District Court issued an order dismissing the Paul Action without prejudice, due to lack of subject matter jurisdiction. One of the plaintiffs in the Paul Action filed a motion in the District Court seeking reconsideration of the dismissal decision or leave to amend the operative complaint. On January 9, 2024, the District Court entered an order denying that motion and that the Paul Action remained dismissed without prejudice. In February 2024, the same plaintiff filed a notice of appeal to the U.S. Court of Appeals for the Fourth Circuit (the "Fourth Circuit") from the decisions by the District Court on September 27, 2023 and January 9, 2024.

As previously disclosed, on May 7, 2025, the parties in the Derivative Actions executed a formal stipulation of settlement memorializing the complete terms of a proposed settlement resolving the Derivative Actions (the "Settlement Agreement"). Amongst other things, the Settlement Agreement provides that (a) the Company will implement various corporate governance measures for a period of three years from the time that the settlement becomes final and non-appealable; and (b) a payment of $8.9 million, less any award of attorneys’ fees and costs to counsel for the plaintiffs, will be made to the Company on behalf of the defendants and will be funded using insurance proceeds. In exchange, the plaintiffs, the Company, and Under Armour stockholders derivatively on behalf of the Company, will grant customary releases in favor of the defendants of all of claims that were or could have been asserted in the Derivative Actions. On August 18, 2025, the State Court issued an order that, among other things, granted final approval of the Settlement Agreement and dismissed the Consolidated Kenney Derivative Action with prejudice (the “Judgment”). An order closing the case was issued on October 20, 2025.

On September 18, 2025, pursuant to the Settlement Agreement and in accordance with the Judgment, the parties to the appeal of the Paul Action filed in the Fourth Circuit a joint stipulation requesting the voluntary dismissal of the appeal. On September 19, 2025, the Fourth Circuit issued an order granting that request and dismissing the appeal.

By agreeing to settle the Derivative Actions, the defendants in no way concede or admit liability for any of the claims that were or could have been asserted in the Derivative Actions. The defendants expressly have denied and continue to deny each and all of the claims asserted in the Derivative Actions, and agreed to settle the Derivative Actions to eliminate the uncertainty, risk, costs, and burdens inherent in any litigation, including the Derivative Actions.

In accordance with 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. Legal proceedings and other contingencies for which no accrual has been established are disclosed to the extent required by ASC Topic 450.

In connection with the matters described above, the Consolidated Securities Action, and previously disclosed government investigations, the Company provided notice of claims under multiple director and officer liability insurance policy periods. While the Company’s director and officer insurance carriers from each policy period have funded a portion of the payment in connection with the previously disclosed settlement of the Consolidated Securities Action, the Company remains in litigation with certain of its insurance carriers regarding coverage with respect to one of these policy periods. On March 26, 2024, the District Court issued a decision and order that obligated these insurance carriers to provide coverage. On January 16, 2025, the insurance carriers filed a notice of appeal, and, on January 20, 2026, the Fourth Circuit issued a decision reversing the District Court’s

decision. As a result of the Fourth Circuit's decision, the Company is required to repay the $90 million of insurance proceeds previously funded by the insurance carriers for the settlement amount and defense costs from the Consolidated Securities Action. The Company filed a petition for rehearing. If the petition is denied, the case will return to the District Court for further proceedings, including ruling on the insurance carriers' anticipated claim for prejudgment interest on the $90 million of insurance proceeds. As of December 31, 2025, the Company has recorded an accrual of $98.5 million in respect of these legal proceeding contingencies within accrued expenses on the Condensed Consolidated Balance Sheets. The timing of resolution is unknown and the amount of loss ultimately incurred may be different than the amount accrued.

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.