NIKE, Inc. — Director's Dealing 2015

Jun 30, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NIKE INC (NKE)
CIK: 0000320187
Period of Report: 2015-06-30

Reporting Person: KNIGHT PHILIP H (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-06-30	Class A Common Convertible	$	J	128500000	Disposed		Class B Common Stock (128500000.0)	Direct
2015-06-30	Class A Common Convertible	$	J	128500000	Acquired		Class B Common Stock (128500000.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock	15480	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class A Common Convertible	$		Class B Common Stock (260896.0)	260896	Indirect

Footnotes

F1: Class A Common Stock is convertible at any time on a one-for-one basis into Class B Common Stock with no expiration date.

F2: Pursuant to Company policy, market transactions in Company stock by officers and directors are permitted only after the second full trading day after the release of quarterly earnings and ending on the last day of the second month of the following fiscal quarter, except pursuant to approved 10b5-1 trading plans.

F3: On June 30, 2015, the reporting person contributed 128,500,000 shares of NIKE Class A Common Stock (the "Class A Shares") to Swoosh, LLC, a Delaware limited liability company ("Swoosh"), as capital contribution pursuant to the Amended and Restated Limited Liability Company Agreement of Swoosh (the "Swoosh Agreement"). In consideration for his contribution to Swoosh of the Class A Shares, the reporting person received voting units of Swoosh ("Class X Units") representing 10% of the equity units of Swoosh and Swoosh Holdings, LLC, a Delaware limited liability company that is wholly owned by the reporting person ("Swoosh Holdings"), received non-voting units representing 90% of the equity units of Swoosh. The reporting person and Swoosh Holdings are the only owners of Swoosh. Pursuant to the Swoosh Agreement, Swoosh is managed by a board of directors consisting of five board seats.

F4: Two of the five Swoosh board seats are classified as Class X Board Seats and are filled by vote of the Class X Units. The reporting person currently holds both Class X Board Seats. The remaining three directors of Swoosh (the "Independent Directors") are self-electing. At least two Independent Directors and a director holding a Class X Board Seat constitute a quorum at a meeting of the Swoosh board, and board action requires the approval of a majority of votes cast at a meeting at which a quorum is present. The foregoing description of the Swoosh Agreement is qualified in its entirety by reference to the Schedule 13D filed by Swoosh on the date hereof. The reporting person disclaims beneficial ownership of all securities held by Swoosh, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F5: Shares held directly by spouse, Penelope P. Knight. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.