Form 4: NIKE Director Rogers Granted 2,619 Restricted Shares

NIKE Director John W. Rogers Jr. was granted 2,619 restricted shares of Class B Common Stock under the company's incentive plan.

Summary

• John W. Rogers Jr., a Director of NIKE, Inc., was granted 2,619 shares of Class B Common Stock.
• The grant occurred on September 9, 2025, under the NIKE, Inc. Stock Incentive Plan.
• These are restricted shares, meaning they are subject to a vesting schedule.
• The restrictions on these shares will lapse on the earlier of the next annual meeting of shareholders or the last day of the 12th full calendar month following the grant date.
• Following this transaction, Mr. Rogers directly beneficially owns 37,022 shares of Class B Common Stock.
• The transaction price for these shares was $0, indicating a grant rather than a purchase.

Sentiment

Score: 7

Explanation: The grant of restricted stock to a director is a positive event for the individual and generally viewed as a neutral to slightly positive signal for the company, as it aligns interests and is part of standard compensation practices.

Positives

• The grant of 2,619 restricted shares to a director aligns the director's interests with long-term shareholder value.
• It represents a form of compensation that incentivizes continued service and performance.
• The shares were granted under an established Stock Incentive Plan, indicating a structured approach to executive and director compensation.

Future Outlook

The granted restricted shares will vest on the earlier of the next annual meeting of shareholders or the last day of the 12th full calendar month following the grant date of September 9, 2025.

Industry Context

Grants of restricted stock to directors are a common practice across various industries, including the apparel and footwear sector, to align leadership incentives with company performance and shareholder interests. This practice is a standard component of corporate governance and compensation strategies for publicly traded companies like NIKE.

Comparison to Industry Standards

• The grant of restricted stock to a director is a standard compensation practice for public companies, comparable to practices at peers like Adidas, Lululemon, or Under Armour, which also utilize equity-based incentives to retain and motivate their board members and executives.
• The specific number of shares granted would typically be determined by the company's compensation committee based on factors such as director responsibilities, market benchmarks for similar roles, and the company's overall performance and stock price. Without specific details on the total compensation package or peer comparisons, it's difficult to assess the exact competitiveness of this particular grant, but the mechanism itself is standard.

Related Party Transactions

• The transaction involves a grant of shares from NIKE, Inc. to one of its directors, John W. Rogers Jr., which is inherently a related-party transaction. However, it is a standard form of compensation under an approved stock incentive plan, not an unusual or undisclosed dealing.

Stakeholder Impact

• Shareholders: The grant aligns the director's interests with long-term shareholder value. It represents a dilution of existing shares, though minor, as new shares are issued or existing treasury shares are used.
• Employees: No direct impact on general employees is indicated.
• Management: Reinforces the compensation structure for directors.

Next Steps

• The restricted shares will vest on the earlier of the next annual meeting of shareholders or the last day of the 12th full calendar month following September 9, 2025.

Key Dates

Keywords

NIKE, NKE, John W. Rogers Jr., Director, Restricted Stock, Stock Grant, Insider Transaction, Form 4, Compensation, Equity Incentive