NKE Form 4: Mark Parker Disposes 86,078 Shares Under 10b5-1 Plan

Rhea-AI Filing Summary

Mark G. Parker, Executive Chairman and Director of NIKE, Inc. (NKE), reported transactions dated 08/14/2025. The filing shows 86,078 shares sold at $75.93 and a separate 11,295-share transfer reported at $0. Following the reported transactions, the filing lists 744,988 shares held directly and 38,731 shares held indirectly in a NIKE 401(k) plan. The report states the sales were effected pursuant to a 10b5-1 trading plan adopted November 7, 2024, and includes a company policy note restricting market sales around earnings releases. The form was signed on behalf of Mr. Parker by an attorney-in-fact on 08/18/2025.

Positive

• Transactions were executed under a documented 10b5-1 trading plan, indicating pre-approved trading and reduced timing concerns
• Filing discloses remaining substantial direct ownership (744,988 shares) and indirect retirement-plan holdings (38,731 shares)
• Form 4 was timely and signed by an attorney-in-fact, reflecting procedural compliance

Negative

• Sale of 86,078 shares at $75.93 represents a notable insider disposition disclosed in the filing
• 11,295-share transfer reported at $0 is shown but the filing does not explain the nature of that transfer beyond the table

Insights

Securities Analyst

TL;DR: Routine disclosure of an insider sale under a 10b5-1 plan; ownership remains material.

The filing reports a planned sale of 86,078 shares at $75.93 under a 10b5-1 plan and an 11,295-share transfer reported at no cash consideration. Such sales under preset plans are commonly used for diversification or liquidity while avoiding timing concerns; the disclosure is consistent with compliance practices. After the transactions, the reporting person still holds a substantial direct stake (744,988 shares) plus retirement-plan holdings (38,731 shares), indicating continued material ownership.

Corporate Governance Expert

TL;DR: Insider followed a documented trading plan and filed timely disclosure; governance controls appear to be observed.

The filing explicitly cites a 10b5-1 plan adopted November 7, 2024, and references company trading-window policy tied to earnings releases. The use of an attorney-in-fact to sign the Form 4 is noted. These elements show adherence to standard insider-trading governance and disclosure protocols. The filing does not disclose any departures, related-party transactions, or other governance issues.

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^*

PARKER MARK G

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EXECUTIVE CHAIRMAN

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025(1)		G(2)		11,295	D	$0	831,066	D
Class B Common Stock	08/14/2025(1)		S(2)		86,078	D	$75.93	744,988	D
Class B Common Stock								38,731	I	by Retirement Plan(3)

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 sales of Company stock by officers and directors are permitted only after the first full trading day after the public 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 7, 2024.

3. Shares held in account under the NIKE, Inc. 401(k) Savings and Profit Sharing Plan.

	/s/ Kelsey A. Baldwin, attorney-in-fact for Mr. Parker	08/18/2025
	** 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 transactions did Nike (NKE) disclose on this Form 4?

Mark G. Parker reported a sale of 86,078 shares at $75.93 and a separate 11,295-share transfer dated 08/14/2025.

Were the sales by Mark G. Parker made under a prearranged trading plan?

Yes. The filing states the transactions were effected pursuant to a 10b5-1 trading plan adopted on November 7, 2024.

How many NIKE shares does the reporting person hold after the transactions?

The Form 4 lists 744,988 shares held directly following the reported transactions and 38,731 shares held indirectly in the company's 401(k) plan.

Does the filing indicate compliance with company trading policies?

Yes. The filing includes a company policy note restricting market sales around earnings releases and states the use of a 10b5-1 plan.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Kelsey A. Baldwin, attorney-in-fact for Mr. Parker on 08/18/2025.