Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 September 12, 2023 Date of Report (date of earliest event reported) NIKE, Inc. (Exact name of registrant as specified in its charter) Oregon 1-10635 93-0584541 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) ONE BOWERMAN DRIVE BEAVERTON , OR 97005-6453 (Address of principal executive offices and zip code) ( 503 ) 671-6453 Registrant's telephone number, including area code NO CHANGE (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Class B Common Stock NKE New York Stock Exchange (Title of each class) (Trading Symbol) (Name of each exchange on which registered) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Item 5.07. Submission of Matters to a Vote of Security Holders. NIKE, Inc. (the “Company”) held its annual meeting of shareholders virtually on Tuesday, September 12, 2023. The following matters were submitted to a vote of the shareholders, the results of which were as follows: Proposal 1 - Election of Directors Directors Elected by Holders of Class A Common Stock:   Votes Cast For   Votes Withheld Broker Non-Votes Timothy Cook 304,257,348 0 0 John Donahoe II 304,257,348 0 0 Thasunda Duckett 304,257,348 0 0 Mónica Gil 304,257,348 0 0 Maria Henry 304,257,348 0 0 Peter Henry 304,257,348 0 0 Travis Knight 304,257,348 0 0 Mark Parker 304,257,348 0 0 Michelle Peluso 304,257,348 0 0 Directors Elected by Holders of Class B Common Stock:   Votes Cast For   Votes Withheld Broker Non-Votes Cathleen Benko 907,607,839 34,509,653 103,492,834 Alan Graf, Jr. 888,901,743 53,215,749 103,492,834 John Rogers, Jr. 607,714,783 334,402,709 103,492,834 Robert Swan 924,512,343 17,605,149 103,492,834   Proposal 2 - Advisory Vote on Executive Compensation Class A and Class B Common Stock Voting Together: For Against Abstain Broker Non-Votes 1,089,327,174 148,866,857 8,180,809 103,492,834 Proposal 3 - Advisory Vote on the Frequency of Advisory Votes on Executive Compensation Class A and Class B Common Stock Voting Together: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 1,233,176,858 870,788 10,930,002 1,397,192 103,492,834 Consistent with the recommendation of the Company's Board of Directors and the vote of shareholders, the Company will continue to hold an advisory vote to approve executive compensation annually until the next required vote on the frequency of such advisory votes takes place (which the Company expects will be at its 2029 annual meeting of shareholders). Proposal 4 - Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year ending May 31, 2024 Class A and Class B Common Stock Voting Together: For Against Abstain Broker Non-Votes 1,297,350,783 50,624,149 1,892,742 0 Proposal 5 - Shareholder Proposal Regarding Supplemental Pay Equity Disclosure Class A and Class B Common Stock Voting Together: For Against Abstain Broker Non-Votes 361,740,247 859,393,513 25,241,080 103,492,834 Proposal 6 - Shareholder Proposal Regarding a Supply Chain Management Report Class A and Class B Common Stock Voting Together: For Against Abstain Broker Non-Votes 146,306,970 1,072,540,732 27,527,138 103,492,834 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.       NIKE, Inc. (Registrant)       Date: September 15, 2023 By: /s/   Matthew Friend     Matthew Friend     Executive Vice President and Chief Financial Officer