NIKE Form 3 / Robert Leinwand ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Leinwand Robert

(Last)

(First)

(Middle)

ONE BOWERMAN DRIVE

(Street)

BEAVERTON

97005

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/25/2024

3. Issuer Name and Ticker or Trading Symbol
NIKE, Inc. [ NKE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP: Chief Legal Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	33,609.7426⁽¹⁾	D
Class B Common Stock	1,448	I	by Retirement Plan⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (Right to Buy)	⁽³⁾	07/15/2026	Class B Common Stock	11,000	57.87	D
Non-Qualified Stock Option (Right to Buy)	⁽⁴⁾	07/20/2027	Class B Common Stock	15,000	59.1	D
Non-Qualified Stock Option (Right to Buy)	⁽⁵⁾	09/01/2028	Class B Common Stock	19,770	82.2	D
Non-Qualified Stock Option (Right to Buy)	⁽⁶⁾	09/01/2029	Class B Common Stock	23,670	84.5	D
Non-Qualified Stock Option (Right to Buy)	⁽⁷⁾	08/01/2030	Class B Common Stock	30,760	97.61	D
Non-Qualified Stock Option (Right to Buy)	⁽⁸⁾	08/01/2031	Class B Common Stock	18,485	167.51	D
Non-Qualified Stock Option (Right to Buy)	⁽⁹⁾	08/01/2032	Class B Common Stock	22,272	114.3	D
Non-Qualified Stock Option (Right to Buy)	⁽¹⁰⁾	08/01/2033	Class B Common Stock	22,216	109.4	D
Non-Qualified Stock Option (Right to Buy)	⁽¹¹⁾	09/01/2034	Class B Common Stock	24,504	83.32	D

Explanation of Responses:

1. Includes shares acquired pursuant to NIKE, Inc.'s Employee Stock Purchase Plan.

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

3. Stock Option granted on 07/15/2016 and became exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

4. Stock Option granted on 07/20/2017 and became exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

5. Stock Option granted on 09/01/2018 and became exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

6. Stock Option granted on 09/01/2019 and became exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

7. Stock Option granted on 08/01/2020 and became exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

8. Stock Option granted on 08/01/2021 and becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

9. Stock Option granted on 08/01/2022 and becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

10. Stock Option granted on 08/01/2023 and becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

11. Stock Option granted on 09/01/2024 and becomes exercisable with respect to 25% of the shares on each of the first four anniversaries of the date of the grant.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Kelsey A. Baldwin, attorney-in-fact for Mr. Leinwand	11/27/2024
	** 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 5 (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.

NIKE (NKE) Form 3NIKE / Robert Leinwand ownership change