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NIKE grants 124K options, 34K RSUs to legal chief

NIKE’s chief legal officer received new stock options and RSUs while shares were withheld to satisfy RSU tax obligations.

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NIKE, Inc. (NKE) reported that EVP and Chief Legal Officer Robert Leinwand received equity awards on September 1, 2026. He was granted 124,322 non-qualified stock options with an exercise price of $38.12 per share, vesting 25% annually over four years and expiring on September 1, 2036, plus 34,069 RSUs that also vest 25% on each of the first four anniversaries of the grant date. To cover tax withholding upon RSU vesting, 3,430 shares of Class B common stock were withheld at $39.06 per share, which was not an open-market transaction. He also holds 1,507 shares of Class B common stock indirectly through The NIKE, Inc. 401(k) Plan. No Rule 10b5-1 trading plan is reported for these transactions.

Positive

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Negative

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Insider Leinwand Robert
Role EVP: Chief Legal Officer
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Option (Right to Buy) F5 124,322 $0.00 $0.00
Grant/Award Class B Common Stock F1 34,069 $0.00 $0.00
Tax Withholding Class B Common Stock F2, F3 3,430 $39.06 $134K
holding Class B Common Stock F4 -- -- --
Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 124,322 contracts (Direct); Class B Common Stock — 91,404.159 shares (Direct); Class B Common Stock — 1,507 shares (Indirect, by Retirement Plan)
Footnotes (5)
  1. F1. Restricted Stock Units ("RSUs") granted under the NIKE, Inc. Stock Incentive Plan; 25% of the total number of RSUs granted vest on each of the first four anniversaries of the date of the grant.
  2. F2. Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction.
  3. F3. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase Plan.
  4. F4. Shares held in account under The NIKE, Inc. 401(k) Plan.
  5. F5. Stock Option granted under the NIKE, Inc. Stock Incentive Plan; it becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.
Stock options granted 124,322 options Non-qualified stock options granted on September 1, 2026
Option exercise price $38.12 per share Exercise price for 124,322 non-qualified stock options
Option expiration date September 1, 2036 Expiration of non-qualified stock options
RSUs granted 34,069 RSUs Restricted Stock Units granted on September 1, 2026
Shares withheld for taxes 3,430 shares Shares withheld to satisfy tax withholding on RSU vesting
Withholding price $39.06 per share Price used for shares withheld for tax obligations
Indirect 401(k) holdings 1,507 shares Class B common stock held under The NIKE, Inc. 401(k) Plan
Non-Qualified Stock Option financial
"Non-Qualified Stock Option (Right to Buy)"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
Restricted Stock Units ("RSUs") financial
"Restricted Stock Units ("RSUs") granted under the NIKE, Inc. Stock Incentive"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Stock Incentive Plan financial
"granted under the NIKE, Inc. Stock Incentive Plan"
A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.
Employee Stock Purchase Plan financial
"Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase Plan."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
401(k) Plan financial
"Shares held in account under The NIKE, Inc. 401(k) Plan."
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

FAQ

What equity awards did NIKE (NKE) grant to Robert Leinwand on September 1, 2026?

He received 124,322 non-qualified stock options with a $38.12 exercise price and 34,069 RSUs, each vesting 25% on the first four anniversaries of the grant date under the NIKE, Inc. Stock Incentive Plan.

How do the new NIKE (NKE) stock options granted to Robert Leinwand vest and when do they expire?

The 124,322 stock options become exercisable as to 25% of the shares on each of the first four anniversaries of the September 1, 2026 grant date and expire on September 1, 2036, according to the filing footnote.

What RSU vesting schedule was disclosed for NIKE (NKE) executive Robert Leinwand?

The filing states that 34,069 RSUs were granted and that 25% of the total number of RSUs granted vest on each of the first four anniversaries of the grant date under the NIKE, Inc. Stock Incentive Plan.

Why were 3,430 NIKE (NKE) Class B shares withheld from Robert Leinwand?

The filing reports that 3,430 shares of Class B common stock were withheld by NIKE to satisfy tax withholding obligations upon RSU vesting at $39.06 per share, and notes this was not an open market transaction.

Does the NIKE (NKE) Form 4 indicate use of a Rule 10b5-1 trading plan?

No. The Form 4 indicates that the Rule 10b5-1 checkbox is not marked, and the footnotes do not reference any Rule 10b5-1 or pre-arranged trading plan for these equity awards or share withholdings.

What indirect NIKE (NKE) share holdings were reported for Robert Leinwand?

The Form 4 shows an indirect holding of 1,507 shares of NIKE Class B common stock held in an account under The NIKE, Inc. 401(k) Plan, as described in the related footnote.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Leinwand Robert

(Last)(First)(Middle)
ONE BOWERMAN DRIVE

(Street)
BEAVERTON OREGON 97005

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NIKE, Inc. [ NKE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP: Chief Legal Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class B Common Stock09/01/2026A(1)34,069A$094,834.159D
Class B Common Stock09/01/2026F(2)3,430D$39.0691,404.159(3)D
Class B Common Stock1,507Iby Retirement Plan(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (Right to Buy)$38.1209/01/2026A124,322 (5)09/01/2036Class B Common Stock124,322$0124,322D
Explanation of Responses:
1. Restricted Stock Units ("RSUs") granted under the NIKE, Inc. Stock Incentive Plan; 25% of the total number of RSUs granted vest on each of the first four anniversaries of the date of the grant.
2. Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction.
3. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase Plan.
4. Shares held in account under The NIKE, Inc. 401(k) Plan.
5. Stock Option granted under the NIKE, Inc. Stock Incentive Plan; it becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.
/s/ Carlos J. Wilson, attorney-in-fact for Mr. Leinwand09/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)