A maker of athletic footwear, apparel, and equipment, Nike is the world's largest seller of running shoes and sportswear, selling under the NIKE, Jordan, and Converse brands. It began in 1964 as Blue Ribbon Sports, when runner Phil Knight and his track coach Bill Bowerman sold Japanese shoes from a car trunk, renaming the company in 1971 after the Greek goddess of victory. Legend says Bowerman poured rubber into his wife's waffle iron to create the famous "waffle" sole.
NIKE CAO Johanna Nielsen to resign; CFO David Denton to serve as Interim Corporate Controller
Johanna Nielsen informed NIKE of her resignation as Vice President, Chief Accounting Officer and Corporate Controller, effective September 4, 2026, to pursue another opportunity.
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Nielsen's resignation is not due to any disagreement with the Company regarding its operations, policies, or practices.
David Denton, appointed Executive Vice President and CFO effective August 17, 2026, will also assume the role of Interim Corporate Controller and principal accounting officer as of September 4, 2026.
Denton will serve as Interim Corporate Controller until the Board appoints a successor Corporate Controller.
Denton's compensation is not being adjusted in connection with his appointment as Interim Corporate Controller.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
NIKE reports fiscal Q4 2026 revenue of $11.0B, down 1%, and diluted EPS of $0.72.
Fourth quarter revenues were $11.0 billion, down 1% on a reported basis and down 4% on a currency-neutral basis.
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Fourth quarter gross margin increased 890 basis points to 49.2%, including an approximately 900 basis point benefit from expected IEEPA tariff recovery of $986 million.
Fourth quarter diluted earnings per share was $0.72, including a $0.52 benefit related to expected IEEPA tariff recovery.
Full year revenues were $46.4 billion, flat on a reported basis and down 2% on a currency-neutral basis.
Full year net income was $3.1 billion, down 3%, and diluted earnings per share was $2.10, down 3%.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
NIKE appoints David Denton as CFO effective August 16, 2026; Matthew Friend transitions to advisor.
Denton's compensation includes $1.45M base salary, 120% target bonus, and $11.5M LTI award.
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David Denton appointed Executive Vice President and CFO, effective August 16, 2026.
Matthew Friend will cease as CFO on that date, become CEO advisor, and separate on September 4, 2026.
Denton receives one-time cash awards: $7.25M new hire and $4M performance-based (cliff vests Dec 10, 2027).
Friend's transition is not due to disagreement; he gets $2M transition benefit and severance plan eligibility.
2.02 Results of Operations and Financial Condition · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
NIKE director John W. Rogers, Jr. to retire at 2026 annual meeting, become strategic advisor
Rogers will not stand for re-election at the 2026 Annual Meeting, and the Board size is expected to decrease to eleven directors.
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John W. Rogers, Jr. notified NIKE on June 15, 2026, of his decision to retire from the Board of Directors, effective as of the 2026 annual meeting of shareholders.
His retirement is not due to any disagreement with the Company or the Board on operations, policies, or practices.
NIKE expects to enter into a consulting arrangement with Rogers to advise on the future of sport and community engagement after his retirement.
A press release announcing the retirement was issued on June 18, 2026, and furnished as Exhibit 99.1.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
NIKE enters new $1B 364-day credit facility, terminates prior agreement
On March 6, 2026, NIKE entered a 364-day unsecured revolving credit facility with Bank of America as administrative agent, providing up to $1 billion for working capital and general corporate purposes.
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The facility matures on March 5, 2027, and can be increased to $1.5 billion with lender or new bank agreement.
Borrowings are available in U.S. Dollars, Canadian Dollars, Euros, Sterling, Yen, and other agreed freely convertible currencies.
The prior 364-day credit agreement dated March 7, 2025 was terminated concurrently; no amounts were outstanding under it.
The new credit agreement contains no financial covenants but includes restrictions on liens, mergers, acquisitions, and dispositions.
1.01 Entry into a Material Definitive Agreement · 1.02 Termination of a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
NIKE approves organizational changes expected to incur ~$300M pre-tax charges
On February 27, 2026, NIKE's management approved a plan for organizational changes to operate more efficiently and profitably.
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The plan, combined with previously approved actions, is expected to result in pre-tax charges of approximately $300 million for the nine months ended February 28, 2026.
Charges are primarily associated with employee severance costs and substantially all will be recognized in the third quarter of fiscal year 2026.
The company may take additional actions leading to further charges in future quarters.
Actual charges may differ materially from estimates due to assumptions such as local law requirements.
2.05 Costs Associated with Exit or Disposal Activities