STOCK TITAN

[Form 4] Nike, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Form 4 — Robert Leinwand, EVP & Chief Legal Officer, reported an insider sale of NIKE, Inc. (NKE) Class B common stock.

On 08/05/2025 Mr. Leinwand effected a transaction under a 10b5-1 trading plan (adopted 11/14/2024), selling 1,644 shares at $74.91. Following the reported transaction he beneficially owned 28,752.2318 shares (direct). The filing also shows 1,464 shares held indirectly in NIKE's 401(k) Savings and Profit Sharing Plan and notes inclusion of shares acquired via the Employee Stock Purchase Plan. The Form 4 was signed by attorney-in-fact on 08/06/2025.

Positive
  • Transaction executed under a 10b5-1 trading plan (adopted 11/14/2024), indicating pre-arranged, compliance-approved trading.
  • Filer retains substantial direct holdings: 28,752.2318 shares beneficially owned following the reported transaction.
  • Additional retirement plan holdings disclosed: 1,464 shares held indirectly in the NIKE 401(k) Savings and Profit Sharing Plan.
  • ESP Purchases referenced: filing notes inclusion of shares acquired via the Employee Stock Purchase Plan, indicating participation in company plans.
Negative
  • Insider sale reported: 1,644 Class B shares sold on 08/05/2025 at $74.91 (may be interpreted negatively by some investors).

Insights

TL;DR: Insider executed a pre-arranged sale; holdings remain sizable and transaction was disclosed under a 10b5-1 plan.

The filing documents a sale of 1,644 Class B shares at $74.91 on 08/05/2025 under a 10b5-1 plan adopted 11/14/2024. The reporting person still beneficially owns 28,752.2318 shares (direct), with an additional 1,464 shares held indirectly in a 401(k) plan. For investors, the key takeaways are the transaction was pre‑arranged and fully disclosed, and no other material events, purchases, grants, or derivative transactions are reported in this filing.

TL;DR: Disclosure aligns with standard insider-trading controls; use of 10b5-1 plan indicates a compliance-approved sale.

The Form 4 indicates the sale was effected pursuant to an established 10b5-1 trading plan (adopted 11/14/2024), and the filer disclosed ESPP and 401(k) holdings. The timely filing (signed 08/06/2025) and inclusion of explanatory footnotes on the ESPP and retirement plan holdings reflect standard governance and disclosure practice. The form contains no indications of unusual or undisclosed related-party or derivative activity.

SEC Form 4
FORM 4 UNITED 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).
X
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 OR 97005

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NIKE, Inc. [ NKE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP: Chief Legal Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Class B Common Stock 08/05/2025(1) S(2) 1,644 D $74.91 28,752.2318(3) D
Class B Common Stock 1,464 I by 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Pursuant to Company policy, market transactions in Company stock by officers and directors are permitted only after the first full trading day after the release of quarterly earnings and ending on the fourteenth day of the third month of the following fiscal quarter, except pursuant to approved 10b5-1 trading plans.
2. The transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on November 14, 2024.
3. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase Plan.
4. Shares held in account under the NIKE, Inc. 401(k) Savings and Profit Sharing Plan.
/s/ Carlos J. Wilson, attorney-in-fact for Mr. Leinwand 08/06/2025
** Signature of Reporting Person Date
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.

FAQ

What insider transaction did Robert Leinwand (NKE) report?

He reported a sale of 1,644 Class B common shares on 08/05/2025 at a price of $74.91 per share.

Was the trade by Robert Leinwand part of a 10b5-1 plan?

Yes. The filing states the transaction was effected pursuant to a 10b5-1 trading plan adopted on 11/14/2024.

How many NIKE shares does Robert Leinwand beneficially own after the transaction?

The filing reports he beneficially owned 28,752.2318 shares (direct) following the reported transaction.

Are there indirect holdings disclosed for Leinwand?

Yes. The Form 4 discloses 1,464 shares held indirectly in NIKE's 401(k) Savings and Profit Sharing Plan.

When was the Form 4 filed/signed?

The Form 4 was signed by attorney-in-fact on 08/06/2025 and reports the earliest transaction date as 08/05/2025.
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