NKE Form 4: Director receives 2,619 restricted Class B shares under incentive plan

Rhea-AI Filing Summary

NIKE, Inc. (NKE) director Timothy D. Cook was granted 2,619 Class B common shares under the NIKE, Inc. Stock Incentive Plan on 09/09/2025 at a reported price of $0. After the grant, Mr. Cook beneficially owned 55,480 Class B shares. 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 following the grant date. The Form 4 was signed on behalf of Mr. Cook by an attorney-in-fact on 09/11/2025.

Positive

• 2,619 Class B restricted shares granted to director Timothy D. Cook under the NIKE, Inc. Stock Incentive Plan
• Full vesting schedule disclosed: restrictions lapse on earlier of next annual meeting or 12 months after grant
• Post-transaction beneficial ownership disclosed: 55,480 Class B shares

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received a small restricted share award that vests within a year; routine insider grant under company plan.

The filing shows a 2,619-share restricted stock grant to a director under the NIKE, Inc. Stock Incentive Plan with a $0 reported price and accelerated vesting no later than the next annual meeting or 12 months after grant. This is a customary equity-based director compensation event documented via Form 4. The disclosure is straightforward and contains the vesting condition and post-transaction beneficial ownership of 55,480 Class B shares.

Securities Compliance Analyst

TL;DR: Form 4 correctly reports a non-derivative acquisition by a director; filing appears complete for this transaction.

The report identifies transaction code A(1) for acquisition of restricted shares and includes the required details: transaction date (09/09/2025), amount acquired (2,619), price ($0), resulting beneficial ownership (55,480), and the vesting explanation. The Form is signed by an attorney-in-fact and indicates it is filed by one reporting person. No derivative holdings or additional transactions are reported on 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

OMB Number:			3235-0287
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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^*

COOK TIMOTHY D

(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	55,480	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 Mr. Cook	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 Timothy D. Cook report on Form 4 for NKE?

The Form 4 reports an acquisition of 2,619 Class B common shares on 09/09/2025 under the NIKE, Inc. Stock Incentive Plan.

What price was reported for the shares acquired by the director (NKE)?

The reported price for the restricted shares is $0 in the Form 4.

When do the restricted shares granted to Timothy D. Cook vest?

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

How many NKE Class B shares does Timothy D. Cook beneficially own after the reported transaction?

After the transaction, Mr. Cook beneficially owns 55,480 Class B shares.

Who signed the Form 4 for Timothy D. Cook and when?

The Form 4 was signed by Kelsey A. Baldwin, attorney-in-fact for Mr. Cook on 09/11/2025.