STOCK TITAN

NIKE grants CEO 395,570 options, 108,400 RSUs

NIKE’s CEO received a sizable option and RSU grant while shares were withheld solely to cover tax obligations on vesting, with no open market trading activity reported.

(High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NIKE, Inc. (NKE) reported that President & CEO Elliott Hill received equity awards on September 1, 2026, including a grant of 395,570 stock options with an exercise price of $38.12 per share expiring on September 1, 2036, and 108,400 Restricted Stock Units that vest in four equal annual installments. On the same date, 9,462 shares of Class B common stock were withheld by the company to satisfy tax withholding obligations upon RSU vesting, and no open market trades or Rule 10b5-1 trading plans are reported.

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Insider Hill Elliott
Role PRESIDENT & CEO
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Option (Right to Buy) F5 395,570 $0.00 $0.00
Grant/Award Class B Common Stock F1, F2 108,400 $0.00 $0.00
Tax Withholding Class B Common Stock F3, F4 9,462 $39.06 $370K
Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 395,570 contracts (Direct); Class B Common Stock — 373,729.586 shares (Direct)
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. The amount reported in Column 5 reflects a correction to the number of shares beneficially owned directly by the reporting person. Prior reports inadvertently understated the number of shares beneficially owned directly by the reporting person by 82.351 shares due to an administrative error. This correction does not reflect any purchase, sale or other transaction by the reporting person.
  3. F3. Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction.
  4. F4. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase 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 395,570 options Non-qualified stock options granted to Elliott Hill on September 1, 2026
Option exercise price $38.12 per share Exercise price of stock options granted on September 1, 2026
Option expiration date September 1, 2036 Expiration of options granted to Elliott Hill
Restricted Stock Units granted 108,400 RSUs RSUs granted on September 1, 2026 under NIKE’s Stock Incentive Plan
Tax withholding shares 9,462 shares Shares withheld to satisfy tax withholding on RSU vesting, not an open market transaction
RSU and option vesting rate 25% per year over 4 years Both RSUs and options vest in four equal annual installments from grant date
Ownership correction amount 82.351 shares Correction to previously understated directly owned shares due to administrative error
Tax withholding price $39.06 per share Value used for shares withheld to satisfy tax obligations upon RSU vesting
Restricted Stock Units financial
"Restricted Stock Units ("RSUs") granted under the NIKE, Inc. Stock Incentive Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Stock Incentive Plan financial
"granted under the NIKE, Inc. Stock Incentive Plan; 25% of the total number"
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.
tax withholding obligations financial
"Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs"

FAQ

What equity awards did NIKE (NKE) grant to CEO Elliott Hill on September 1, 2026?

On September 1, 2026, Elliott Hill received 395,570 stock options with a $38.12 exercise price expiring in 2036 and 108,400 Restricted Stock Units under NIKE’s Stock Incentive Plan, both vesting in four equal annual installments from the grant date.

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

The stock options granted to Elliott Hill 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, with an exercise price of $38.12 per share.

How do the NIKE (NKE) Restricted Stock Units granted to the CEO vest?

The 108,400 Restricted Stock Units granted to Elliott Hill vest as to 25% of the total units on each of the first four anniversaries of the September 1, 2026 grant date, under the NIKE, Inc. Stock Incentive Plan.

Were any NIKE (NKE) shares sold on the open market in this Form 4 by the CEO?

No. The filing states that 9,462 shares were withheld by the company to satisfy tax withholding obligations upon vesting of RSUs and that this was not an open market transaction; there is no reported market sale or purchase.

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

No. The filing does not report that the transactions were made under a Rule 10b5-1 trading plan, and there is no footnote indicating any pre-arranged trading arrangement.

What correction to prior NIKE (NKE) share ownership reporting does this Form 4 disclose?

The filing explains that prior reports understated Elliott Hill’s directly owned shares by 82.351 shares due to an administrative error; the correction is reflected in the reported holdings and does not represent any purchase, sale, or other transaction.

What role does the NIKE (NKE) Employee Stock Purchase Plan play in the CEO’s reported holdings?

The filing notes that the CEO’s reported ownership includes shares acquired under NIKE, Inc.’s Employee Stock Purchase Plan, indicating that some directly owned Class B shares came from participation in that plan.

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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*
Hill Elliott

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
PRESIDENT & CEO
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)108,400A$0383,191.586(2)D
Class B Common Stock09/01/2026F(3)9,462D$39.06373,729.586(4)D
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)$38.1209/01/2026A395,570 (5)09/01/2036Class B Common Stock395,570$0395,570D
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. The amount reported in Column 5 reflects a correction to the number of shares beneficially owned directly by the reporting person. Prior reports inadvertently understated the number of shares beneficially owned directly by the reporting person by 82.351 shares due to an administrative error. This correction does not reflect any purchase, sale or other transaction by the reporting person.
3. Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction.
4. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase 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. Hill09/03/2026
** 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)