Nike (NYSE: NKE) EVP has 853 shares withheld for RSU taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NIKE, Inc. executive Heinle Treasure reported a tax-related share withholding tied to restricted stock vesting. On 02/10/2026, 853 shares of NIKE Class B Common Stock were disposed of under code F at $62.41 per share, with the company withholding the shares to cover RSU tax obligations rather than selling them in the open market.

After this transaction, Heinle Treasure directly beneficially owned 59,759.489 NIKE Class B shares and indirectly held 600 additional shares through The NIKE, Inc. 401(k) Plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Heinle Treasure

Role EVP: CHIEF PEOPLE OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Class B Common Stock	853	$62.41	$53K
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 59,759.489 shares (Direct); Class B Common Stock — 600 shares (Indirect, by Retirement Plan)

Footnotes (1)

Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction. Shares held in account under The NIKE, Inc. 401(k) Plan.

Form 4 Insider Transactions: What Each Field Means →

02/12/2026 - 04:15 PM

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).

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^*

Heinle Treasure

(Last)

(First)

(Middle)

ONE BOWERMAN DRIVE

(Street)

BEAVERTON

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 PEOPLE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	02/10/2026		F⁽¹⁾		853	D	$62.41	59,759.489	D
Class B Common Stock								600	I	by Retirement Plan⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares withheld by the Company to satisfy tax withholding obligations upon vesting of RSUs; not an open market transaction.

2. Shares held in account under The NIKE, Inc. 401(k) Plan.

	/s/ Kelsey A. Baldwin, attorney-in-fact for Ms. Heinle	02/12/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did NIKE (NKE) report for Heinle Treasure?

NIKE reported that EVP and Chief People Officer Heinle Treasure had 853 Class B shares withheld on 02/10/2026 to cover RSU tax obligations. This was a code F transaction, not an open market trade, linked to restricted stock vesting.

Was the Heinle Treasure NIKE (NKE) Form 4 transaction an open market sale?

No, the Form 4 states the 853 NIKE Class B shares were withheld by the company to satisfy tax withholding on RSU vesting. It explicitly notes this was not an open market transaction, distinguishing it from a discretionary share sale.

How many NIKE (NKE) shares does Heinle Treasure own after the reported transaction?

After the 02/10/2026 tax-withholding transaction, Heinle Treasure beneficially owned 59,759.489 NIKE Class B shares directly. The filing also shows indirect ownership of 600 additional shares held through The NIKE, Inc. 401(k) Plan.

What does transaction code F mean in the NIKE (NKE) Form 4 for Heinle Treasure?

Transaction code F indicates payment of a tax liability or exercise price by delivering securities. In this NIKE filing, 853 shares were withheld by the company to cover RSU-related tax withholding, rather than being sold for cash in the market.

What role does Heinle Treasure hold at NIKE (NKE) in this Form 4 filing?

The filing identifies Heinle Treasure as an officer of NIKE, serving as Executive Vice President and Chief People Officer. This means the reported equity holdings and RSU-related share withholding relate to equity compensation for a senior executive role.

How are Heinle Treasure’s indirect NIKE (NKE) holdings structured?

The Form 4 shows 600 NIKE Class B shares held indirectly in an account under The NIKE, Inc. 401(k) Plan. These shares are coded as indirect ownership, reflecting that they are held within the company’s retirement plan rather than directly in a brokerage account.