Yassine Saidi
Under ArmourAbout Yassine Saidi
Under Armour’s Chief Product Officer and named executive officer in fiscal year 2025. Compensation was tied to company performance via adjusted operating income and currency neutral net revenue metrics; the company achieved $212 million in adjusted operating income (above target) and $5.194 billion in currency-neutral net revenue (between threshold and target) . FY2025 performance-based equity awards for executives earned 107% of target and vest in three equal annual installments (June 2025, May 2026, May 2027) . Mr. Saidi received a 1.05 individual performance multiplier on his annual cash incentive reflecting strong execution against strategic objectives .
Fixed Compensation
| Item | FY 2025 |
|---|---|
| Base Salary (approved level) | $715,000 |
| Salary Paid | $704,002 |
| Target Bonus (% of base salary) | 75% |
| Non-Equity Incentive Plan Compensation (paid) | $649,100 |
| All Other Compensation (total) | $141,864 |
All Other Compensation detail (FY2025):
- Relocation benefits: $60,536
- Tax services: $25,044
- Immigration services: $14,255
- Tax gross-up on relocation: $42,029
Performance Compensation
Annual Cash Incentive Plan – FY2025
| Metric | Weighting | Threshold | Target | Maximum | Actual | Payout Basis |
|---|---|---|---|---|---|---|
| Adjusted Operating Income | 65% | $130M | $190M | $224M | $212M | Company-level payout at 115% of target |
| Currency Neutral Net Revenue | 35% | $5,025M | $5,250M | $5,475M | $5,194M | Company-level payout at 115% of target |
| Individual Performance Adjustment | — | — | — | — | — | Mr. Saidi multiplier 1.05 |
Plan notes:
- Threshold AOI must be met to fund revenue metric; if AOI payout is above threshold but below target, revenue payout capped at 50% of AOI payout .
- Committee determined FY2025 cash plan to consider only AOI (65%) and currency-neutral revenue (35%), removing a third strategic metric in February 2025 .
Performance-Based Equity Awards – FY2025
| Metric | Weighting | Threshold | Target | Maximum | FY2025 Results | Earned vs Target |
|---|---|---|---|---|---|---|
| Adjusted Operating Income | 50% | $130M | $190M | $275M | $212M | 107% of target earned |
| Currency Neutral Net Revenue | 50% | $5,025M | $5,250M | $5,515M | $5,194M | 107% of target earned |
Award mechanics for Mr. Saidi:
- FY2025 PSU grant target shares: 92,183; threshold 46,092; maximum 184,366 .
- Vesting schedule for FY2025 PSU awards: three equal annual installments in June 2025, May 2026, and May 2027, subject to continued service; dividend equivalents not paid .
Time-Based RSUs – FY2025
| Grant | Grant Date | Shares/Units | Grant Date Fair Value | Vesting |
|---|---|---|---|---|
| Annual RSU | 6/3/2024 | 92,183 | $625,000 | 1/3 on 6/3/2025; 1/3 on 5/15/2026; 1/3 on 5/15/2027 |
| Additional RSU | 8/28/2024 | 46,358 | $350,000 | 1/2 in Aug 2026; 1/2 in Aug 2027 |
Stock vested in FY2025:
- Shares acquired on vesting: 12,993; value realized: $86,144 .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Beneficial Ownership (Class C) | 42,782 shares; <1% of class; 0 Class A/B; no pledges |
| Stock Ownership Guidelines | 1x salary for executive officers; 5-year compliance window; executives either compliant or within window |
| Hedging/Pledging | Hedging and short sales prohibited; no director or officer has shares pledged; no hedging permitted |
Unvested equity at 3/31/2025 (Class C Stock):
| Award Type | Grant Date | Unvested/Unearned Units (#) | Market/Payout Value ($) |
|---|---|---|---|
| Time-based RSU | 2/15/2024 | 13,505 | $80,355 |
| Time-based RSU | 2/15/2024 | 6,243 | $37,146 |
| Performance-based RSU (unearned) | 2/15/2024 | 20,256 | $120,523 |
| Time-based RSU | 6/3/2024 | 92,183 | $548,489 |
| Performance-based RSU (unearned) | 6/3/2024 | 92,183 | $548,489 |
| Time-based RSU | 8/28/2024 | 46,358 | $275,830 |
Vesting schedules:
- Annual time-based RSUs granted 6/3/2024: June 3, 2025; May 15, 2026; May 15, 2027 .
- Additional time-based RSUs granted 8/28/2024: August 2026; August 2027 .
Employment Terms
Saidi participates in the Change-in-Control (“CIC”) Severance Plan and the Severance Plan . Equity awards have double-trigger provisions (accelerated vesting upon an involuntary termination following a change in control) .
| Scenario (as of 3/31/2025) | Cash Severance ($) | Benefits ($) | Vesting of Equity Awards ($) | Total ($) |
|---|---|---|---|---|
| CIC: Termination without cause or resignation for good reason | 1,876,875 | 72,568 | 1,610,832 | 3,560,275 |
| Non-CIC: Termination without cause | 1,746,600 | 11,818 | — | 1,758,418 |
| Non-CIC: Any reason with UA enforcing a non-compete | 429,000 | — | — | 429,000 |
| Non-CIC: Death or disability | — | — | 1,610,832 | 1,610,832 |
Clawback policy: Effective Oct 2023, UA will recover incentive-based compensation received on/after Oct 2, 2023 within the prior three fiscal years if financials are restated; recovery applies regardless of misconduct; additional SOX reimbursement obligations for CEO/CFO in misconduct-related restatements .
Compensation Structure and Governance Context
- Executive compensation features (high level): Pay-for-performance, double-trigger equity, clawback policy, ownership guidelines; hedging prohibited and no pledging by directors/officers .
- Peer group used for market assessment (FY2025): Capri, Carters, Columbia Sportswear, Deckers, Hanesbrands, Levi Strauss, lululemon, NIKE, PVH, Ralph Lauren, Skechers, Tapestry, Urban Outfitters, V.F. .
- Say-on-pay: >90% approval at 2024 Annual Meeting; no changes to program principles in response .
Investment Implications
- Alignment: Saidi’s pay is predominantly at-risk via cash and PSU metrics (AOI 65% / revenue 35%) and FY2025 PSUs earned 107% of target, indicating alignment with profitability and top-line goals during a challenging retail backdrop .
- Retention: Meaningful unvested RSUs across 2026–2027 plus double-trigger equity in CIC reduce near-term flight risk; additional time-based RSU granted in Aug 2024 reflects role criticality and retention focus .
- Selling pressure: FY2025 vesting occurred (12,993 shares, $86,144 realized); upcoming vest dates (May/Aug 2026–2027) create liquidity windows—monitor Form 4 filings to gauge potential selling activity .
- Governance risk: Hedging prohibited and no pledging, with a robust clawback policy; note relocation tax gross-up ($42,029) and perquisite usage, but overall program adheres to investor-friendly features .