NKE Form 4: Maria Henry Receives 2,619 Restricted Class B Shares

Rhea-AI Filing Summary

NIKE, Inc. director Maria Henry received 2,619 restricted Class B common shares on 09/09/2025 under the NIKE, Inc. Stock Incentive Plan. The filing shows 2,619 shares granted at $0, bringing Ms. Henry's beneficial ownership to 8,767 shares after the transaction. The restricted shares vest in full on the earlier of the next annual shareholders' meeting or the last day of the 12th full calendar month after the grant. The Form 4 was signed on behalf of Ms. Henry by an attorney-in-fact on 09/11/2025.

Positive

• 2,619 restricted Class B shares granted to director Maria Henry under the NIKE, Inc. Stock Incentive Plan
• Vesting completes within roughly 12 months or at the next annual meeting, which aligns director incentives to shareholders
• No cash purchase price ($0) — indicates these are compensation awards rather than market purchases

Negative

• None.

Insights

Financial Analyst

TL;DR: A routine director restricted-share grant of 2,619 shares that vests within a year, indicating standard compensation alignment.

The grant of 2,619 restricted Class B shares at no cash price is presented as compensation under NIKE's Stock Incentive Plan and increases reported beneficial ownership to 8,767 shares. The one-year-or-so vesting schedule (full vesting at the next annual meeting or 12 months) is consistent with short-term retention ties for non-employee directors. There is no cash transaction or sale reported, and no derivative positions disclosed. Based solely on the filing, this is a standard equity compensation event with limited immediate financial impact disclosed.

Corporate Governance Expert

TL;DR: Governance practice appears routine: restricted equity awarded to a director with near-term vesting conditions.

The Form 4 documents a restricted-share grant under the company plan with a clear vesting condition tied to either the next annual meeting or 12 months from grant, which aligns director incentives to shareholder timelines. The filing was submitted by an attorney-in-fact as permitted. No additional governance concerns, forfeiture terms, or derivative arrangements are disclosed in this filing.

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

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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^*

HENRY MARIA

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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	09/09/2025		A(1)		2,619	A	$0	8,767	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted shares granted on 09/09/2025 under the NIKE, Inc. Stock Incentive Plan. The restrictions lapse with respect to 100% of the shares on the earlier of the date of the next annual meeting of shareholders, or the last day of the 12th full calendar month following the date of grant.

	/s/ Kelsey A. Baldwin, attorney-in-fact for Ms. Henry	09/11/2025
	** 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 transaction did Maria Henry report on Form 4 for NKE?

The filing reports a grant of 2,619 restricted Class B common shares on 09/09/2025 under the NIKE, Inc. Stock Incentive Plan.

How many shares does Maria Henry beneficially own after the reported transaction?

Following the reported transaction, Maria Henry beneficially owns 8,767 shares of Class B common stock.

When do the restricted shares awarded to Maria Henry vest?

The restrictions lapse in full on the earlier of the date of the next annual meeting of shareholders or the last day of the 12th full calendar month after the grant date.

Was there a cash price for the granted shares?

No. The Form 4 lists a price of $0, indicating the shares were granted rather than purchased.

Who signed the Form 4 for Maria Henry?

The Form 4 was signed on behalf of Ms. Henry by Kelsey A. Baldwin, attorney-in-fact on 09/11/2025.