nke-20260228

Please wait

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO .

Commission File No. 1-10635

NIKE, Inc.

(Exact name of Registrant as specified in its charter)


Oregon						93-0584541
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

One Bowerman Drive, Beaverton, Oregon 97005-6453

(Address of principal executive offices and zip code)

(503) 671-6453

(Registrant's telephone number, including area code)


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:

Yes

•

whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☐

•

whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☐

•

whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

•

if an emerging growth company, 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.

☐

•

whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

☐


As of March 25, 2026, the number of shares of the Registrant's Common Stock outstanding were:
Class A			281,387,752
Class B			1,199,499,281
			1,480,887,033

Table of Contents

NIKE, INC.

FORM 10-Q

TABLE OF CONTENTS


		PAGE
PART I - FINANCIAL INFORMATION		1
ITEM 1.	Financial Statements	1
	Unaudited Condensed Consolidated Statements of Income	1
	Unaudited Condensed Consolidated Statements of Comprehensive Income	2
	Unaudited Condensed Consolidated Balance Sheets	3
	Unaudited Condensed Consolidated Statements of Cash Flows	4
	Unaudited Condensed Consolidated Statements of Shareholders' Equity	5
	Notes to the Unaudited Condensed Consolidated Financial Statements	7
ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	47
ITEM 4.	Controls and Procedures	47
PART II - OTHER INFORMATION		49
ITEM 1.	Legal Proceedings	49
ITEM 1A.	Risk Factors	49
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50
ITEM 5.	Other Information	51
ITEM 6.	Exhibits	52
	Signatures	53

Table of Contents

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

NIKE, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME


	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(In millions, except per share data)	2026		2025		2026		2025
Revenues	$	11,279	$	11,269	$	35,426	$	35,212
Cost of sales	6,749		6,594		20,908		19,891
Gross profit	4,530		4,675		14,518		15,321
Demand creation expense	1,090		1,088		3,551		3,436
Operating overhead expense	2,887		2,799		8,481		8,504
Total selling and administrative expense	3,977		3,887		12,032		11,940
Interest (income) expense, net	(15)		(18)		(42)		(85)
Other (income) expense, net	(82)		(38)		(43)		(101)
Income before income taxes	650		844		2,571		3,567
Income tax expense	130		50		532		559
NET INCOME	$	520	$	794	$	2,039	$	3,008
Earnings per common share:
Basic	$	0.35	$	0.54	$	1.38	$	2.02
Diluted	$	0.35	$	0.54	$	1.38	$	2.02
Weighted average common shares outstanding:
Basic	1,480.5		1,478.1		1,478.9		1,487.6
Diluted	1,481.6		1,480.6		1,480.4		1,491.0

The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.

Table of Contents

NIKE, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		2026		2025
Net income	$	520	$	794	$	2,039	$	3,008
Other comprehensive income (loss), net of tax:
Change in net foreign currency translation adjustment	113		(57)		192		(143)
Change in net gains (losses) on cash flow hedges	(216)		119		(144)		342
Change in net gains (losses) on other	—		(1)		3		11
Total other comprehensive income (loss), net of tax	(103)		61		51		210
TOTAL COMPREHENSIVE INCOME	$	417	$	855	$	2,090	$	3,218

The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.

Table of Contents

NIKE, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS


	FEBRUARY 28,		MAY 31,
(In millions)	2026		2025
ASSETS
Current assets:
Cash and equivalents	$	6,660	$	7,464
Short-term investments	1,397		1,687
Accounts receivable, net	5,369		4,717
Inventories	7,487		7,489
Prepaid expenses and other current assets	2,271		2,005
Total current assets	23,184		23,362
Property, plant and equipment, net	4,766		4,828
Operating lease right-of-use assets, net	2,886		2,712
Identifiable intangible assets, net	259		259
Goodwill	240		240
Deferred income taxes and other assets	5,729		5,178
TOTAL ASSETS	$	37,064	$	36,579
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	999	$	—
Notes payable	—		5
Accounts payable	2,888		3,479
Current portion of operating lease liabilities	493		502
Accrued liabilities	6,183		5,911
Income taxes payable	275		669
Total current liabilities	10,838		10,566
Long-term debt	7,030		7,961
Operating lease liabilities	2,656		2,550
Deferred income taxes and other liabilities	2,450		2,289
Commitments and contingencies (Note 12)
Redeemable preferred stock	—		—
Shareholders' equity:
Common stock at stated value:
Class A convertible — 281 and 290 shares outstanding	—		—
Class B — 1,199 and 1,186 shares outstanding	3		3
Capital in excess of stated value	14,904		14,195
Accumulated other comprehensive income (loss)	(207)		(258)
Retained earnings (deficit)	(610)		(727)
Total shareholders' equity	14,090		13,213
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	37,064	$	36,579

The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.

Table of Contents

NIKE, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025
Cash provided (used) by operations:
Net income	$	2,039	$	3,008
Adjustments to reconcile net income to net cash provided (used) by operations:
Depreciation and amortization	554		576
Deferred income taxes	(132)		(304)
Stock-based compensation	555		544
Impairment and other	40		35
Net foreign currency adjustments	1		24
Changes in certain working capital components and other assets and liabilities:
(Increase) decrease in accounts receivable	(623)		(164)
(Increase) decrease in inventories	24		(99)
(Increase) decrease in prepaid expenses, operating lease right-of-use assets and other current and non-current assets	260		(235)
Increase (decrease) in accounts payable, accrued liabilities, operating lease liabilities and other current and non-current liabilities	(1,487)		(150)
Cash provided (used) by operations	1,231		3,235
Cash provided (used) by investing activities:
Purchases of short-term investments	(889)		(2,664)
Maturities of short-term investments	478		258
Sales of short-term investments	744		2,439
Additions to property, plant and equipment	(546)		(330)
Other investing activities	(63)		8
Cash provided (used) by investing activities	(276)		(289)
Cash provided (used) by financing activities:
Increase (decrease) in notes payable, net	(4)		(2)
Proceeds from exercise of stock options and other stock issuances	251		400
Repurchase of common stock	(146)		(2,786)
Dividends — common and preferred	(1,798)		(1,709)
Other financing activities	(81)		(79)
Cash provided (used) by financing activities	(1,778)		(4,176)
Effect of exchange rate changes on cash and equivalents	19		(29)
Net increase (decrease) in cash and equivalents	(804)		(1,259)
Cash and equivalents, beginning of period	7,464		9,860
CASH AND EQUIVALENTS, END OF PERIOD	$	6,660	$	8,601
Supplemental disclosure of cash flow information:
Non-cash additions to property, plant and equipment	$	67	$	87
Dividends declared and not paid	611		594

The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.

Table of Contents

NIKE, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY


	COMMON STOCK						CAPITAL IN EXCESS OF STATED VALUE		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		RETAINED EARNINGS (DEFICIT)		TOTAL
	CLASS A			CLASS B
(In millions, except per share data)	SHARES	AMOUNT		SHARES	AMOUNT
Balance at November 30, 2025	289	$	—	1,191	$	3	$	14,705	$	(104)	$	(519)	$	14,085
Stock options exercised				—	—		16						16

Conversion to Class B Common Stock	(8)	—		8	—								—

Dividends on common stock ($0.41 per share)											(611)		(611)
Issuance of shares to employees, net of shares withheld for employee taxes				—	—		(11)						(11)
Stock-based compensation							194						194
Net income											520		520
Other comprehensive income (loss)									(103)				(103)
Balance at February 28, 2026	281	$	—	1,199	$	3	$	14,904	$	(207)	$	(610)	$	14,090


	COMMON STOCK						CAPITAL IN EXCESS OF STATED VALUE		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		RETAINED EARNINGS (DEFICIT)		TOTAL
	CLASS A			CLASS B
(In millions, except per share data)	SHARES	AMOUNT		SHARES	AMOUNT
Balance at November 30, 2024	298	$	—	1,184	$	3	$	13,778	$	202	$	54	$	14,037
Stock options exercised				1	—		55						55
Repurchase of Class B Common Stock				(6)	—		(60)				(439)		(499)
Dividends on common stock ($0.40 per share)											(594)		(594)
Issuance of shares to employees, net of shares withheld for employee taxes				—	—		(26)				10		(16)
Stock-based compensation							169						169
Net income											794		794
Other comprehensive income (loss)									61				61
Balance at February 28, 2025	298	$	—	1,179	$	3	$	13,916	$	263	$	(175)	$	14,007


	COMMON STOCK						CAPITAL IN EXCESS OF STATED VALUE		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		RETAINED EARNINGS (DEFICIT)		TOTAL
	CLASS A			CLASS B
(In millions, except per share data)	SHARES	AMOUNT		SHARES	AMOUNT
Balance at May 31, 2025	290	$	—	1,186	$	3	$	14,195	$	(258)	$	(727)	$	13,213
Stock options exercised				3	—		155						155
Conversion to Class B Common Stock	(9)	—		9	—								—
Repurchase of Class B Common Stock				(2)	—		(17)				(106)		(123)
Dividends on common stock ($1.22 per share) and preferred stock ($0.10 per share)											(1,816)		(1,816)
Issuance of shares to employees, net of shares withheld for employee taxes				3	—		16						16
Stock-based compensation							555						555
Net income											2,039		2,039
Other comprehensive income (loss)									51				51
Balance at February 28, 2026	281	$	—	1,199	$	3	$	14,904	$	(207)	$	(610)	$	14,090

Table of Contents


	COMMON STOCK						CAPITAL IN EXCESS OF STATED VALUE		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		RETAINED EARNINGS (DEFICIT)		TOTAL
	CLASS A			CLASS B
(In millions, except per share data)	SHARES	AMOUNT		SHARES	AMOUNT
Balance at May 31, 2024	298	$	—	1,205	$	3	$	13,409	$	53	$	965	$	14,430
Stock options exercised				5	—		274						274
Repurchase of Class B Common Stock				(34)	—		(311)				(2,442)		(2,753)
Dividends on common stock ($1.17 per share) and preferred stock ($0.10 per share)											(1,745)		(1,745)
Issuance of shares to employees, net of shares withheld for employee taxes				3	—		—				39		39
Stock-based compensation							544						544
Net income											3,008		3,008
Other comprehensive income (loss)									210				210
Balance at February 28, 2025	298	$	—	1,179	$	3	$	13,916	$	263	$	(175)	$	14,007

The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.

Table of Contents

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1	Summary of Significant Accounting Policies	8
NOTE 2	Accrued Liabilities	8
NOTE 3	Fair Value Measurements	9
NOTE 4	Short-Term Borrowings and Credit Lines	10
NOTE 5	Income Taxes	11
NOTE 6	Stock-Based Compensation	11
NOTE 7	Earnings Per Share	13
NOTE 8	Risk Management and Derivatives	14
NOTE 9	Accumulated Other Comprehensive Income (Loss)	16
NOTE 10	Revenues	18
NOTE 11	Segment Information	20
NOTE 12	Commitments and Contingencies	23
NOTE 13	Severance and Other Employee Costs	23
NOTE 14	Supplier Finance Programs	24

Table of Contents


NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Unaudited Condensed Consolidated Financial Statements include the accounts of NIKE, Inc. and its subsidiaries (the "Company" or "NIKE") and reflect all normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results of operations for the interim period. The year-end Condensed Consolidated Balance Sheet data as of May 31, 2025, was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("U.S. GAAP"). The interim financial information and notes thereto should be read in conjunction with the Company's latest Annual Report on Form 10-K for the fiscal year ended May 31, 2025 (the "Annual Report"). The results of operations for the three and nine months ended February 28, 2026, are not necessarily indicative of results for the entire fiscal year.

RECENT ACCOUNTING PRONOUNCEMENTS

In December 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The amendments are effective for the Company's annual periods beginning June 1, 2025. The Company will adopt the ASU on a prospective basis in the Annual Report on Form 10-K for the fiscal year ending May 31, 2026.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure about the types of costs and expenses included in certain expense captions presented on the income statement. The new disclosure requirements are effective for the Company's annual periods beginning June 1, 2027, and interim periods beginning June 1, 2028, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements, which includes amendments to more closely align hedge accounting with the economics of an entity’s risk management activities. The amendments are effective for the Company’s annual periods beginning June 1, 2027 and interim periods within those fiscal years, with early adoption permitted, and should be applied prospectively. The Company is currently evaluating the ASU to determine its impact on the Company’s financial statements and related disclosures.


NOTE 2 — ACCRUED LIABILITIES

Accrued liabilities included the following:


	FEBRUARY 28,		MAY 31,
(Dollars in millions)	2026		2025
Sales-related reserves	$	1,658	$	1,834
Compensation and benefits, excluding taxes	1,544		1,245
Dividends payable	616		598

Other	2,365		2,234
TOTAL ACCRUED LIABILITIES	$	6,183	$	5,911

Table of Contents


NOTE 3 — FAIR VALUE MEASUREMENTS

The Company measures certain financial assets and liabilities at fair value on a recurring basis, including derivatives, equity securities and available-for-sale debt securities.

The following tables present information about the Company's financial assets measured at fair value on a recurring basis as of February 28, 2026 and May 31, 2025, and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement:


	FEBRUARY 28, 2026
(Dollars in millions)	ASSETS AT FAIR VALUE		CASH AND EQUIVALENTS		SHORT-TERM INVESTMENTS
Cash	$	1,693	$	1,693	$	—
Level 1:
U.S. Treasury securities	727		—		727
Level 2:
Commercial paper and bonds	680		28		652
Money market funds	4,787		4,787		—
Time deposits	150		150		—
U.S. Agency securities	20		2		18
Total Level 2	5,637		4,967		670
TOTAL	$	8,057	$	6,660	$	1,397


	MAY 31, 2025
(Dollars in millions)	ASSETS AT FAIR VALUE		CASH AND EQUIVALENTS		SHORT-TERM INVESTMENTS
Cash	$	1,221	$	1,221	$	—
Level 1:
U.S. Treasury securities	1,046		—		1,046
Level 2:
Commercial paper and bonds	675		45		630
Money market funds	5,902		5,902		—
Time deposits	297		295		2
U.S. Agency securities	10		1		9
Total Level 2	6,884		6,243		641
TOTAL	$	9,151	$	7,464	$	1,687

As of February 28, 2026, the Company held $485 million of available-for-sale debt securities with maturity dates within one year and $912 million with maturity dates greater than one year and less than five years in Short-term investments on the Unaudited Condensed Consolidated Balance Sheets. The fair value of the Company's available-for-sale debt securities approximates their amortized cost.

Included in Interest (income) expense, net was interest income related to the Company's investment portfolio of $65 million and $97 million for the three months ended February 28, 2026 and 2025, respectively, and $210 million and $314 million for the nine months ended February 28, 2026 and 2025, respectively.

Table of Contents

The following tables present information about the Company's derivative assets and liabilities measured at fair value on a recurring basis and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement:


	FEBRUARY 28, 2026
	DERIVATIVE ASSETS						DERIVATIVE LIABILITIES
(Dollars in millions)	ASSETS AT FAIR VALUE		OTHER CURRENT ASSETS		OTHER LONG-TERM ASSETS		LIABILITIES AT FAIR VALUE		ACCRUED LIABILITIES		OTHER LONG-TERM LIABILITIES
Level 2:
Foreign exchange forwards and options(1)	$	165	$	140	$	25	$	474	$	376	$	98
Interest rate swaps(1)	85		—		85		—		—		—
TOTAL	$	250	$	140	$	110	$	474	$	376	$	98

(1) If the foreign exchange and interest rate swap derivative instruments had been netted on the Unaudited Condensed Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $225 million as of February 28, 2026. As of that date, the Company received $18 million from various counterparties on the derivative asset balance and posted $189 million of cash collateral to counterparties on the derivative liability balance.


	MAY 31, 2025
	DERIVATIVE ASSETS						DERIVATIVE LIABILITIES
(Dollars in millions)	ASSETS AT FAIR VALUE		OTHER CURRENT ASSETS		OTHER LONG-TERM ASSETS		LIABILITIES AT FAIR VALUE		ACCRUED LIABILITIES		OTHER LONG-TERM LIABILITIES
Level 2:
Foreign exchange forwards and options(1)	$	107	$	85	$	22	$	368	$	226	$	142
Interest rate swaps(1)	24		—		24		3		—		3
TOTAL	$	131	$	85	$	46	$	371	$	226	$	145

(1)If the foreign exchange and interest rate swap derivative instruments had been netted on the Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $131 million as of May 31, 2025. As of that date, the Company posted $166 million of cash collateral to various counterparties on the derivative liability balance and no amount of collateral was received from counterparties on the derivative asset balance.

For additional information related to the Company's derivative financial instruments and credit risk, refer to Note 8 — Risk Management and Derivatives.

The carrying amounts of other current financial assets and other current financial liabilities approximate fair value.

FINANCIAL ASSETS AND LIABILITIES NOT RECORDED AT FAIR VALUE

The Company's Long-term debt is recorded at adjusted cost, net of unamortized premiums, discounts, debt issuance costs and interest rate swap fair value adjustments. The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2). The fair value of the Company's Long-term debt, excluding interest rate swap fair value adjustments, was approximately $6,961 million at February 28, 2026 and $6,673 million at May 31, 2025.

NOTE 4 — SHORT-TERM BORROWINGS AND CREDIT LINES

As of February 28, 2026 and May 31, 2025, the Company had no borrowings outstanding under its $3 billion commercial paper program.

On March 6, 2026, subsequent to the end of the third quarter of fiscal 2026, the Company entered into a 364-day committed credit facility agreement with a syndicate of banks, which provides for up to $1 billion of borrowings, with an option to increase borrowings up to $1.5 billion in total with lender approval. The facility matures on March 5, 2027, with an option to extend the maturity date an additional 364 days. This facility replaces the prior $1 billion 364-day credit facility agreement entered into on March 7, 2025, which matured on March 6, 2026. Based on the Company's current long-term senior unsecured debt ratings of A+ and A2 from Standard and Poor's Corporation and Moody's Investor Services, respectively, the interest rate charged on any outstanding borrowings would be the prevailing Term Secured Overnight Financing Rate for the applicable interest period plus 0.625%. The facility fee is 0.03% of the total undrawn commitment. As of April 1, 2026, no amounts were outstanding under this committed credit facility.

Table of Contents


NOTE 5 — INCOME TAXES

The effective tax rate was 20.7% and 15.7% for the nine months ended February 28, 2026 and 2025, respectively. The increase in the Company’s effective tax rate was primarily due to a one-time, non-cash deferred tax benefit recognized in the third quarter of fiscal year 2025 provided by finalized U.S. tax regulations. On December 10, 2024, the U.S. Department of Treasury published final regulations related to Internal Revenue Code Section 987 foreign currency gains and losses derived from translation of the operations, assets and liabilities of non-U.S. qualified business units. These regulations required a pre-transition foreign currency gain or loss to be included in the determination of future taxable income or loss. During the third quarter of fiscal year 2025, the Company recognized a non-cash deferred income tax benefit of $133 million related to pre-transition foreign currency losses expected to reduce taxable income in future periods.

On July 4, 2025, the U.S. government enacted The One Big Beautiful Bill Act of 2025 which includes, among other provisions, changes to the U.S. corporate income tax system including the allowance of immediate expensing of qualifying research and development expenses and permanent extensions of certain provisions within the Tax Cuts and Jobs Act. Certain provisions were effective for NIKE beginning June 1, 2025. These tax law changes did not have a material impact on the Company's Unaudited Condensed Consolidated Financial Statements for the nine months ended February 28, 2026 and are not expected to have a material impact for the remainder of fiscal year 2026.

As of February 28, 2026, total gross unrecognized tax benefits, excluding related interest and penalties, were $969 million, $753 million of which would affect the Company's effective tax rate if recognized in future periods. The majority of total gross unrecognized tax benefits are long-term in nature and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets. As of May 31, 2025, total gross unrecognized tax benefits, excluding related interest and penalties, were $1,026 million. As of February 28, 2026 and May 31, 2025, accrued interest and penalties related to uncertain tax positions were $433 million and $376 million, respectively, (excluding federal benefit) and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets.

The Company is subject to taxation in the U.S., as well as various state and foreign jurisdictions. The Company is currently under audit by the U.S. Internal Revenue Service ("IRS") for fiscal years 2017 through 2023. The Company has closed all U.S. federal income tax matters through fiscal year 2016, with the exception of certain transfer pricing adjustments. In certain major foreign jurisdictions, tax years after 2015 remain subject to examination.

Although the timing of resolution of audits is not certain, the Company evaluates all domestic and foreign audit issues in the aggregate, along with the expiration of applicable statutes of limitations, and estimates that it is reasonably possible the total gross unrecognized tax benefits could decrease by up to $234 million within the next 12 months primarily as a result of the expected resolution with the IRS of certain U.S. federal income tax matters for fiscal years 2017 through 2019 related to transfer pricing adjustments, research and development credits and other items.

In January 2019, the European Commission opened a formal investigation to examine whether the Netherlands has breached State Aid rules when granting certain tax rulings to the Company. The Company believes the investigation is without merit. If this matter is adversely resolved, the Netherlands may be required to assess additional amounts with respect to prior periods, and the Company's income taxes related to prior periods in the Netherlands could increase.


NOTE 6 — STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

The NIKE, Inc. Stock Incentive Plan (the "Stock Incentive Plan") provides for the issuance of up to 843 million previously unissued shares of Class B Common Stock in connection with equity awards granted under the Stock Incentive Plan. The Stock Incentive Plan authorizes the grant of non-statutory stock options, incentive stock options, stock appreciation rights and stock awards, including restricted stock and restricted stock units. Restricted stock units include both time-vesting restricted stock units as well as performance-based restricted stock units ("PSUs"). In addition to the Stock Incentive Plan, the Company gives employees the right to purchase shares at a discount from the market price under employee stock purchase plans ("ESPPs").

Table of Contents

The following table summarizes the Company's total stock-based compensation expense recognized within Cost of sales or Operating overhead expense, as applicable:


	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		2026		2025
Stock options(1)	$	68	$	69	$	215	$	222
ESPPs	19		17		45		53
Restricted stock and restricted stock units	107		83		295		269
TOTAL STOCK-BASED COMPENSATION EXPENSE	$	194	$	169	$	555	$	544

(1)Expense for stock options includes the expense associated with stock appreciation rights.

STOCK OPTIONS

As of February 28, 2026, the Company had $405 million of unrecognized compensation costs related to stock options, net of estimated forfeitures, to be recognized within Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.5 years.

RESTRICTED STOCK AND RESTRICTED STOCK UNITS

As of February 28, 2026, the Company had $753 million of unrecognized compensation costs related to restricted stock and restricted stock units, net of estimated forfeitures, to be recognized within Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.6 years.

Table of Contents


NOTE 7 — EARNINGS PER SHARE

The following is a reconciliation from basic earnings per common share to diluted earnings per common share. The computations of diluted earnings per common share exclude restricted stock, restricted stock units and options, including shares under ESPPs, to purchase an estimated additional 83.3 million and 77.1 million shares of common stock outstanding for the three months ended February 28, 2026 and 2025, respectively, and 83.3 million and 75.3 million shares of common stock outstanding for the nine months ended February 28, 2026 and 2025, respectively, because the awards were assumed to be anti-dilutive.


	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(In millions, except per share data)	2026		2025		2026		2025
Net income available to common stockholders	$	520	$	794	$	2,039	$	3,008
Determination of shares:
Weighted average common shares outstanding	1,480.5		1,478.1		1,478.9		1,487.6
Assumed conversion of dilutive stock options and awards	1.1		2.5		1.5		3.4
DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING	1,481.6		1,480.6		1,480.4		1,491.0
Earnings per common share:
Basic	$	0.35	$	0.54	$	1.38	$	2.02
Diluted	$	0.35	$	0.54	$	1.38	$	2.02

Table of Contents


NOTE 8 — RISK MANAGEMENT AND DERIVATIVES

The Company is exposed to global market risks, including the effect of changes in foreign currency exchange rates and interest rates, and uses derivatives to manage financial exposures that occur in the normal course of business. As of and for the three and nine months ended February 28, 2026, there have been no material changes to the Company's hedging program or strategy from what was disclosed within the Annual Report.

The majority of derivatives outstanding as of February 28, 2026, are designated as foreign currency cash flow hedges, primarily for Euro/U.S. Dollar, Chinese Yuan/U.S. Dollar, British Pound/Euro and Japanese Yen/U.S. Dollar currency pairs. All derivatives are recognized on the Unaudited Condensed Consolidated Balance Sheets at fair value and classified based on the instrument's maturity date.

The following tables present the fair values of derivative instruments included within the Unaudited Condensed Consolidated Balance Sheets:


	DERIVATIVE ASSETS
	BALANCE SHEET LOCATION	FEBRUARY 28,		MAY 31,
(Dollars in millions)		2026		2025
Derivatives formally designated as hedging instruments:
Foreign exchange forwards and options	Prepaid expenses and other current assets	$	104	$	75
Foreign exchange forwards and options	Deferred income taxes and other assets	25		22
Interest rate swaps	Deferred income taxes and other assets	85		24
Total derivatives formally designated as hedging instruments		214		121
Derivatives not designated as hedging instruments:
Foreign exchange forwards and options	Prepaid expenses and other current assets	36		10



Total derivatives not designated as hedging instruments		36		10
TOTAL DERIVATIVE ASSETS		$	250	$	131

	DERIVATIVE LIABILITIES
	BALANCE SHEET LOCATION	FEBRUARY 28,		MAY 31,
(Dollars in millions)		2026		2025
Derivatives formally designated as hedging instruments:
Foreign exchange forwards and options	Accrued liabilities	$	354	$	216
Foreign exchange forwards and options	Deferred income taxes and other liabilities	97		142
Interest rate swaps	Deferred income taxes and other liabilities	—		3
Total derivatives formally designated as hedging instruments		451		361
Derivatives not designated as hedging instruments:
Foreign exchange forwards and options	Accrued liabilities	22		10

Foreign exchange forwards and options	Deferred income taxes and other liabilities	1		—

Total derivatives not designated as hedging instruments		23		10
TOTAL DERIVATIVE LIABILITIES		$	474	$	371

Table of Contents

The following tables present the amounts affecting the Unaudited Condensed Consolidated Statements of Income:


(Dollars in millions)	AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES(1)				AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME(1)
	THREE MONTHS ENDED FEBRUARY 28,				LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME	THREE MONTHS ENDED FEBRUARY 28,
	2026		2025			2026		2025
Derivatives designated as cash flow hedges:
Foreign exchange forwards and options	$	(8)	$	(30)	Revenues	$	3	$	(25)
Foreign exchange forwards and options	(190)		180		Cost of sales	(8)		67

Foreign exchange forwards and options	(58)		66		Other (income) expense, net	(20)		57
Interest rate swaps(2)	—		—		Interest (income) expense, net	(2)		(2)
TOTAL DESIGNATED CASH FLOW HEDGES	$	(256)	$	216		$	(27)	$	97

(1)For the three months ended February 28, 2026 and 2025, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial.

(2)Gains and losses associated with terminated interest rate swaps, which were previously designated as cash flow hedges and recorded in Accumulated other comprehensive income (loss), will be released through Interest (income) expense, net over the term of the issued debt.


(Dollars in millions)	AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES(1)				AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME(1)
	NINE MONTHS ENDED FEBRUARY 28,				LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME	NINE MONTHS ENDED FEBRUARY 28,
	2026		2025			2026		2025
Derivatives designated as cash flow hedges:
Foreign exchange forwards and options	$	39	$	(103)	Revenues	$	(1)	$	(70)
Foreign exchange forwards and options	(151)		478		Cost of sales	42		187

Foreign exchange forwards and options	(51)		194		Other (income) expense, net	(53)		102
Interest rate swaps(2)	—		—		Interest (income) expense, net	(5)		(6)
TOTAL DESIGNATED CASH FLOW HEDGES	$	(163)	$	569		$	(17)	$	213

(1)For the nine months ended February 28, 2026 and 2025, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial.


	AMOUNT OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES								LOCATION OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES
	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		2026		2025


Derivatives not designated as hedging instruments:
Foreign exchange forwards and options	$	(61)	$	3	$	(41)	$	9	Other (income) expense, net

Table of Contents

CASH FLOW HEDGES

The total notional amount of outstanding foreign currency derivatives designated as cash flow hedges was approximately $17.2 billion and $18.4 billion as of February 28, 2026 and May 31, 2025, respectively. Approximately $222 million of deferred net losses (net of tax) on both outstanding and matured derivatives in Accumulated other comprehensive income (loss) as of February 28, 2026, are expected to be reclassified to Net income during the next 12 months concurrent with the underlying hedged transactions also being recorded in Net income. Actual amounts ultimately reclassified to Net income are dependent on the exchange rates in effect when derivative contracts currently outstanding mature. As of February 28, 2026, the maximum term over which the Company hedges exposures to the variability of cash flows for its forecasted transactions was 33 months.

FAIR VALUE HEDGES

The total notional amount of outstanding interest rate swap contracts designated as fair value hedges was $2.4 billion as of February 28, 2026 and May 31, 2025, respectively.

UNDESIGNATED DERIVATIVE INSTRUMENTS

The total notional amount of outstanding undesignated derivative instruments was $5.3 billion and $4.0 billion as of February 28, 2026 and May 31, 2025, respectively.

CREDIT RISK

As of February 28, 2026, the Company was in compliance with all credit risk-related contingent features and considers the impact of the risk of counterparty default to be immaterial. For additional information related to the Company's derivative financial instruments and collateral, refer to Note 3 — Fair Value Measurements.

NOTE 9 — ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The changes in Accumulated other comprehensive income (loss), net of tax, were as follows:


(Dollars in millions)	FOREIGN CURRENCY TRANSLATION ADJUSTMENT(1)		CASH FLOW HEDGES		NET INVESTMENT HEDGES(1)		OTHER		TOTAL
Balance at November 30, 2025	$	(35)	$	(135)	$	115	$	(49)	$	(104)
Other comprehensive income (loss):
Other comprehensive gains (losses) before reclassifications(2)	113		(236)		—		1		(122)
Reclassifications to net income of previously deferred (gains) losses(2)(3)	—		20		—		(1)		19
Total other comprehensive income (loss)	113		(216)		—		—		(103)
Balance at February 28, 2026	$	78	$	(351)	$	115	$	(49)	$	(207)

(1)The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity.

(2)Net of immaterial tax impact.

(3)Reclassifications to net income of previously deferred (gains) losses are recorded within Other (income) expense, net for foreign currency translation adjustment, net investment hedges, and other.

Table of Contents


(Dollars in millions)	FOREIGN CURRENCY TRANSLATION ADJUSTMENT(1)		CASH FLOW HEDGES		NET INVESTMENT HEDGES(1)		OTHER		TOTAL
Balance at November 30, 2024	$	(342)	$	470	$	115	$	(41)	$	202
Other comprehensive income (loss):
Other comprehensive gains (losses) before reclassifications(2)	(57)		205		—		4		152
Reclassifications to net income of previously deferred (gains) losses(2)(3)	—		(86)		—		(5)		(91)
Total other comprehensive income (loss)	(57)		119		—		(1)		61
Balance at February 28, 2025	$	(399)	$	589	$	115	$	(42)	$	263

(2)Net of immaterial tax impact.

(3)Reclassifications to net income of previously deferred (gains) losses are recorded within Other (income) expense, net for foreign currency translation adjustment, net investment hedges, and other.


(Dollars in millions)	FOREIGN CURRENCY TRANSLATION ADJUSTMENT(1)		CASH FLOW HEDGES		NET INVESTMENT HEDGES(1)		OTHER		TOTAL
Balance at May 31, 2025	$	(114)	$	(207)	$	115	$	(52)	$	(258)
Other comprehensive income (loss):
Other comprehensive gains (losses) before reclassifications(2)	192		(144)		—		4		52
Reclassifications to net income of previously deferred (gains) losses(2)(3)	—		—		—		(1)		(1)
Total other comprehensive income (loss)	192		(144)		—		3		51
Balance at February 28, 2026	$	78	$	(351)	$	115	$	(49)	$	(207)

(2)Net of immaterial tax impact.

(3)Reclassifications to net income of previously deferred (gains) losses are recorded within Other (income) expense, net for foreign currency translation adjustment, net investment hedges, and other.


(Dollars in millions)	FOREIGN CURRENCY TRANSLATION ADJUSTMENT(1)		CASH FLOW HEDGES		NET INVESTMENT HEDGES(1)		OTHER		TOTAL
Balance at May 31, 2024	$	(256)	$	247	$	115	$	(53)	$	53
Other comprehensive income (loss):
Other comprehensive gains (losses) before reclassifications(2)	(143)		546		—		14		417
Reclassifications to net income of previously deferred (gains) losses(2)(3)	—		(204)		—		(3)		(207)
Total other comprehensive income (loss)	(143)		342		—		11		210
Balance at February 28, 2025	$	(399)	$	589	$	115	$	(42)	$	263

(2)Net of immaterial tax impact.

(3)Reclassifications to net income of previously deferred (gains) losses are recorded within Other (income) expense, net for foreign currency translation adjustment, net investment hedges, and other.

For additional information related to the Company's cash flow hedges, refer to Note 8 — Risk Management and Derivatives.

Table of Contents


NOTE 10 — REVENUES

DISAGGREGATION OF REVENUES

The following tables present the Company's Revenues by reportable operating segment, disaggregated by major product line and distribution channel:


	THREE MONTHS ENDED FEBRUARY 28, 2026
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues by:
Footwear	$	3,326	$	1,789	$	1,187	$	1,051	$	—	$	7,353	$	231	$	—	$	7,584
Apparel	1,480		926		397		381		—		3,184		12		—		3,196
Equipment	220		159		31		58		—		468		4		—		472
Other	—		—		—		—		7		7		17		3		27
TOTAL REVENUES	$	5,026	$	2,874	$	1,615	$	1,490	$	7	$	11,012	$	264	$	3	$	11,279
Revenues by:
Sales to Wholesale Customers	$	2,768	$	1,919	$	888	$	891	$	—	$	6,466	$	142	$	—	$	6,608
Sales through Direct to Consumer	2,258		955		727		599		—		4,539		105		—		4,644
Other	—		—		—		—		7		7		17		3		27
TOTAL REVENUES	$	5,026	$	2,874	$	1,615	$	1,490	$	7	$	11,012	$	264	$	3	$	11,279


	THREE MONTHS ENDED FEBRUARY 28, 2025
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues by:
Footwear	$	3,132	$	1,742	$	1,282	$	1,052	$	—	$	7,208	$	349	$	—	$	7,557
Apparel	1,510		913		412		358		—		3,193		22		—		3,215
Equipment	222		156		39		60		—		477		7		—		484
Other	—		—		—		—		12		12		27		(26)		13
TOTAL REVENUES	$	4,864	$	2,811	$	1,733	$	1,470	$	12	$	10,890	$	405	$	(26)	$	11,269
Revenues by:
Sales to Wholesale Customers	$	2,499	$	1,817	$	995	$	844	$	—	$	6,155	$	208	$	—	$	6,363
Sales through Direct to Consumer	2,365		994		738		626		—		4,723		170		—		4,893
Other	—		—		—		—		12		12		27		(26)		13
TOTAL REVENUES	$	4,864	$	2,811	$	1,733	$	1,470	$	12	$	10,890	$	405	$	(26)	$	11,269

Table of Contents


	NINE MONTHS ENDED FEBRUARY 28, 2026
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues by:
Footwear	$	10,087	$	5,822	$	3,250	$	3,263	$	—	$	22,422	$	805	$	—	$	23,227
Apparel	4,765		3,228		1,201		1,209		—		10,403		39		—		10,442
Equipment	827		547		99		175		—		1,648		17		—		1,665
Other	—		—		—		—		25		25		69		(2)		92
TOTAL REVENUES	$	15,679	$	9,597	$	4,550	$	4,647	$	25	$	34,498	$	930	$	(2)	$	35,426
Revenues by:
Sales to Wholesale Customers	$	9,054	$	6,368	$	2,548	$	2,834	$	—	$	20,804	$	480	$	—	$	21,284
Sales through Direct to Consumer	6,625		3,229		2,002		1,813		—		13,669		381		—		14,050
Other	—		—		—		—		25		25		69		(2)		92
TOTAL REVENUES	$	15,679	$	9,597	$	4,550	$	4,647	$	25	$	34,498	$	930	$	(2)	$	35,426


	NINE MONTHS ENDED FEBRUARY 28, 2025
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues by:
Footwear	$	9,580	$	5,676	$	3,731	$	3,338	$	—	$	22,325	$	1,149	$	—	$	23,474
Apparel	4,534		3,042		1,244		1,143		—		9,963		65		—		10,028
Equipment	755		539		135		195		—		1,624		25		—		1,649
Other	—		—		—		—		39		39		96		(74)		61
TOTAL REVENUES	$	14,869	$	9,257	$	5,110	$	4,676	$	39	$	33,951	$	1,335	$	(74)	$	35,212
Revenues by:
Sales to Wholesale Customers	$	7,840	$	6,011	$	2,870	$	2,764	$	—	$	19,485	$	695	$	—	$	20,180
Sales through Direct to Consumer	7,029		3,246		2,240		1,912		—		14,427		544		—		14,971
Other	—		—		—		—		39		39		96		(74)		61
TOTAL REVENUES	$	14,869	$	9,257	$	5,110	$	4,676	$	39	$	33,951	$	1,335	$	(74)	$	35,212

Global Brand Divisions revenues included NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment. Converse Other revenues were primarily attributable to licensing businesses. Corporate revenues primarily consisted of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through the Company's central foreign exchange risk management program.

As of February 28, 2026 and May 31, 2025, the Company did not have any contract assets and had an immaterial amount of contract liabilities recorded in Accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets.

Table of Contents


NOTE 11 — SEGMENT INFORMATION

The Company's reportable operating segments reflect the structure of the Company's internal organization and the financial information the Chief Operating Decision Maker ("CODM"), the Company's Chief Executive Officer, regularly reviews to assess Company performance and allocate resources. The CODM evaluates the performance of the Company's segments and allocates resources based on earnings before interest and taxes ("EBIT"), which represents Net income before Interest (income) expense, net, and Income tax expense in the Unaudited Condensed Consolidated Statements of Income.

The Company's segments are defined as follows:

NIKE BRAND

The NIKE Brand reportable operating segments are: North America; Europe, Middle East & Africa; Greater China; and Asia Pacific & Latin America, and include results for the NIKE and Jordan brands. Each NIKE Brand segment represents a geographic region operating predominantly in one industry: the design, development, marketing and selling of athletic footwear, apparel and equipment.

Global Brand Divisions is included within NIKE Brand for presentation purposes to align with the way management views the Company. Global Brand Divisions primarily represents costs, including product creation and design expenses, that are centrally managed for the NIKE Brand, as well as costs associated with NIKE Direct global digital operations and enterprise technology. Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.

CONVERSE

Converse operates in one industry: the design, marketing, licensing and selling of casual sneakers, apparel and accessories.

CORPORATE

Corporate primarily consists of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to the Company's headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses, including certain hedge gains and losses.

As part of the Company's centrally managed foreign exchange risk management program, standard foreign currency rates are assigned twice per year to each NIKE Brand entity in the Company's geographic segments and to Converse. Inventories and Cost of sales for geographic segments and Converse reflect the use of these standard rates to recognize non-functional currency product purchases in the entity's functional currency. Differences between these standard rates and actual market rates are included in Corporate, together with foreign currency hedge gains and losses and other conversion gains and losses.

Table of Contents


	THREE MONTHS ENDED FEBRUARY 28, 2026
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues	$	5,026	$	2,874	$	1,615	$	1,490	$	7	$	11,012	$	264	$	3	$	11,279
Cost of sales	3,036		1,705		839		870		160		6,610		167		(28)		6,749
Gross profit (loss)	1,990		1,169		776		620		(153)		4,402		97		31		4,530
Demand creation expense	416		296		97		91		170		1,070		17		3		1,090
Operating overhead expense	593		360		235		200		886		2,274		120		493		2,887
Total selling and administrative expense	1,009		656		332		291		1,056		3,344		137		496		3,977
Other segment items(1)	—		(2)		(23)		(3)		—		(28)		—		(54)		(82)
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	981	$	515	$	467	$	332	$	(1,209)	$	1,086	$	(40)	$	(411)
Interest (income) expense, net																	(15)
TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES																	$	650
Supplemental information:
Depreciation and amortization(2)	$	37	37		11		13		58		156		2		27		$	185

(1)At NIKE Brand segments and Converse, other segment items consist of unusual or non-operating transactions that occur outside the normal course of business. At Corporate, this also includes foreign currency conversion gains and losses from the remeasurement of monetary assets and liabilities denominated in non-functional currencies and the impact of certain foreign currency derivative instruments.

(2)The amounts of depreciation and amortization disclosed by segment are included within Cost of sales and Operating overhead expense, as applicable.


	THREE MONTHS ENDED FEBRUARY 28, 2025
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues	$	4,864	$	2,811	$	1,733	$	1,470	$	12	$	10,890	$	405	$	(26)	$	11,269
Cost of sales	2,766		1,696		953		829		148		6,392		217		(15)		6,594
Gross profit (loss)	2,098		1,115		780		641		(136)		4,498		188		(11)		4,675
Demand creation expense	401		267		123		97		158		1,046		40		2		1,088
Operating overhead expense	596		353		235		200		802		2,186		108		505		2,799
Total selling and administrative expense	997		620		358		297		960		3,232		148		507		3,887
Other segment items(1)	(2)		15		1		(2)		(3)		9		1		(48)		(38)
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	1,103	$	480	$	421	$	346	$	(1,093)	$	1,257	$	39	$	(470)
Interest (income) expense, net																	(18)
TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES																	$	844
Supplemental information:
Depreciation and amortization(2)	$	49	37		11		12		55		164		3		31		$	198

(2)The amounts of depreciation and amortization disclosed by segment are included within Cost of sales and Operating overhead expense, as applicable.

Table of Contents


	NINE MONTHS ENDED FEBRUARY 28, 2026
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues	$	15,679	$	9,597	$	4,550	$	4,647	$	25	$	34,498	$	930	$	(2)	$	35,426
Cost of sales	9,268		5,530		2,473		2,672		480		20,423		536		(51)		20,908
Gross profit (loss)	6,411		4,067		2,077		1,975		(455)		14,075		394		49		14,518
Demand creation expense	1,331		943		341		297		558		3,470		74		7		3,551
Operating overhead expense	1,705		1,141		725		614		2,461		6,646		326		1,509		8,481
Total selling and administrative expense	3,036		2,084		1,066		911		3,019		10,116		400		1,516		12,032
Other segment items(1)	(1)		—		(24)		(7)		(1)		(33)		(1)		(9)		(43)
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	3,376	$	1,983	$	1,035	$	1,071	$	(3,473)	$	3,992	$	(5)	$	(1,458)
Interest (income) expense, net																	(42)
TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES																	$	2,571
Supplemental information:
Depreciation and amortization(2)	$	108	113		33		42		167		463		6		85		$	554

(2)The amounts of depreciation and amortization disclosed by segment are included within Cost of sales and Operating overhead expense, as applicable.


	NINE MONTHS ENDED FEBRUARY 28, 2025
(Dollars in millions)	NORTH AMERICA		EUROPE, MIDDLE EAST & AFRICA		GREATER CHINA		ASIA PACIFIC & LATIN AMERICA		GLOBAL BRAND DIVISIONS		TOTAL NIKE BRAND		CONVERSE		CORPORATE		TOTAL NIKE, INC.
Revenues	$	14,869	$	9,257	$	5,110	$	4,676	$	39	$	33,951	$	1,335	$	(74)	$	35,212
Cost of sales	8,289		5,179		2,765		2,588		448		19,269		672		(50)		19,891
Gross profit (loss)	6,580		4,078		2,345		2,088		(409)		14,682		663		(24)		15,321
Demand creation expense	1,235		870		372		285		547		3,309		118		9		3,436
Operating overhead expense	1,656		1,091		727		597		2,499		6,570		332		1,602		8,504
Total selling and administrative expense	2,891		1,961		1,099		882		3,046		9,879		450		1,611		11,940
Other segment items(1)	(1)		14		(52)		(2)		(2)		(43)		—		(58)		(101)
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	3,690	$	2,103	$	1,298	$	1,208	$	(3,453)	$	4,846	$	213	$	(1,577)
Interest (income) expense, net																	(85)
TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES																	$	3,567
Supplemental information:
Depreciation and amortization(2)	$	119	108		37		36		171		471		11		94		$	576

(2)The amounts of depreciation and amortization disclosed by segment are included within Cost of sales and Operating overhead expense, as applicable.

Table of Contents


	FEBRUARY 28,		MAY 31,
(Dollars in millions)	2026		2025
INVENTORIES(1)
North America	$	3,166	$	3,198
Europe, Middle East & Africa	2,269		2,042
Greater China	937		951
Asia Pacific & Latin America	1,011		905
Global Brand Divisions	157		148
TOTAL NIKE BRAND	7,540		7,244
Converse	195		272
Corporate	(248)		(27)
TOTAL NIKE, INC. INVENTORIES	$	7,487	$	7,489

(1)Inventories as of February 28, 2026 and May 31, 2025 were substantially all finished goods.

NOTE 12 — COMMITMENTS AND CONTINGENCIES

As of February 28, 2026 and May 31, 2025, the Company had outstanding bank guarantees and letters of credit of approximately $1.3 billion and $0.9 billion, respectively, issued primarily for real estate agreements, self-insurance programs, other general business obligations and legal matters.

In the ordinary course of business, the Company is subject to various legal proceedings, claims and government investigations relating to its business, products and actions of its employees and representatives, including contractual and employment relationships, product liability, antitrust, customs, tax, intellectual property and other matters. The outcome of these legal matters is inherently uncertain, and the Company cannot predict the eventual outcome of currently pending matters, the timing of their ultimate resolution or the eventual losses, fines, penalties or consequences relating to those matters. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter. If one or more legal matters were to be resolved against the Company in a reporting period for amounts above management's expectations, the Company's financial position, operating results and cash flows for that reporting period could be materially adversely affected. In the opinion of management, based on its current knowledge and after consultation with counsel, the Company does not believe any currently pending legal matters will have a material adverse impact on the Company's results of operations, financial position or cash flows, except as described below.

BELGIAN CUSTOMS CLAIM

The Company has received claims for certain years from Belgian Customs Authorities for alleged underpaid duties related to products imported beginning in fiscal 2018. The Company disputes these claims and has engaged in the appellate process. The Company has issued bank guarantees in order to appeal the claims. At this time, the Company is unable to estimate the range of loss and cannot predict the final outcome as it could take several years to reach a resolution on this matter. If this matter is ultimately resolved against the Company, the amounts owed, including fines, penalties and other consequences relating to the matter, could have a material adverse effect on the Company's results of operations, financial position and cash flows.

NOTE 13 — SEVERANCE AND OTHER EMPLOYEE COSTS

For the three and nine months ended February 28, 2026, the Company recognized $230 million and $304 million, respectively, of estimated pre-tax employee severance costs primarily related to organizational changes. Employee severance costs are recognized when a future related expense is considered probable and reasonably estimable. The expected pre-tax charges are estimates and are subject to a number of assumptions and actual results may vary from the estimates provided.

For the three and nine months ended February 28, 2026, $193 million and $254 million, respectively, were classified within Operating overhead expense and $37 million and $50 million, respectively, were classified within Cost of sales on the Unaudited Condensed Consolidated Statements of Income. The majority of these charges were classified within Global Brand Divisions and Converse.

As of February 28, 2026, the Company made cash payments related to employee severance costs of $82 million. As of February 28, 2026, the remaining severance and other employee costs of $222 million are reflected within Accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets, classified within Compensation and benefits, excluding taxes in Note 2 — Accrued Liabilities.

Table of Contents

NOTE 14 — SUPPLIER FINANCE PROGRAMS

As of February 28, 2026 and May 31, 2025, the Company had approximately $0.7 billion and $1.1 billion, respectively, of outstanding supplier obligations confirmed as valid under the voluntary supplier finance programs. These amounts are included within Accounts payable on the Unaudited Condensed Consolidated Balance Sheets.

Table of Contents

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

NIKE designs, develops, markets and sells athletic footwear, apparel, equipment, accessories and services worldwide. We are the largest seller of athletic footwear and apparel in the world. We sell our products through two distribution channels: NIKE Direct operations which are comprised of both NIKE-owned retail stores and sales through our digital platforms (also referred to as "NIKE Brand Digital") and to wholesale accounts, which include a mix of independent distributors, licensees and sales representatives in nearly all countries around the world. Our goal is to deliver value to our shareholders by building a profitable global portfolio of branded footwear, apparel, equipment and accessories.

Our strategy is to achieve sustainable, profitable long-term revenue growth by leading with sport, creating innovative, "must-have" products, building deep personal consumer connections with our brands and delivering compelling consumer experiences through digital platforms and at retail.

QUARTERLY FINANCIAL HIGHLIGHTS

•NIKE, Inc. Revenues were $11.3 billion for the third quarter of fiscal 2026, flat on a reported basis and down 3% on a currency-neutral basis.

•NIKE Brand wholesale revenues were $6.5 billion for the third quarter of fiscal 2026 compared to $6.2 billion for the third quarter of fiscal 2025. The increase on a currency-neutral basis was driven by higher revenues in North America and Asia Pacific & Latin America ("APLA"), partially offset by lower revenues in Greater China and Europe, Middle East & Africa ("EMEA").

•NIKE Direct revenues were $4.5 billion for the third quarter of fiscal 2026 compared to $4.7 billion for the third quarter of fiscal 2025, primarily driven by a decrease in traffic.

•Gross margin for the third quarter of fiscal 2026 decreased 130 basis points to 40.2% primarily due to higher tariffs in North America.

•Inventories as of February 28, 2026, were $7.5 billion, flat compared to May 31, 2025, primarily reflecting an increase in units, offset by product mix.

•We returned approximately $609 million to our shareholders in the third quarter of fiscal 2026 through dividends.

FACTORS IMPACTING OUR BUSINESS

We are navigating through several external factors that create uncertainty and volatility in the operating environment, including, but not limited to, geopolitical dynamics, tax regulation, fluctuating foreign currency exchange rates and evolving tariff policies. These factors, and any changes to these factors, among others, could have a material adverse impact on consumer behavior and on our future Revenues and overall profitability. For a discussion of these factors and other risks, refer to Risk Factors in Item 1A of Part 1 within our Annual Report on Form 10-K for the fiscal year ended May 31, 2025 (the "Annual Report").

Despite these factors, we are focused on driving distinction within key sports, building a complete product portfolio, creating stories to inspire and emotionally connect with consumers, and elevating and growing the entire marketplace as we continue to take actions across the following areas:

•Product Management: Accelerating product innovation and reducing the supply of certain footwear products in the marketplace to rebalance the mix of our footwear portfolio.

•Marketplace Management: Repositioning NIKE Brand Digital as a full-price platform and reinvesting in wholesale distribution. This includes liquidating inventory through increased markdowns across NIKE Direct, and higher sales returns and discounts with our wholesale partners to reduce inventory and create capacity for new product. We are also making investments to elevate the presentation of our brands in physical retail.

•Brand Management: Increasing investment in demand creation, including brand marketing and sports marketing, to support key product launches and sports moments.

Table of Contents

Our reportable operating segments are at different stages of progress and we expect to complete these actions by the end of December 2026. The timing of financial impacts has and will continue to vary by segment. North America has made the most progress against these actions, while Greater China and Converse will take more time. In Greater China, a trend of declining store traffic, elevated promotional activity and higher levels of inventory across the marketplace are negatively impacting revenues and overall profitability, while Converse is in the midst of a strategic reset of the brand and marketplace. We expect negative impacts from Greater China to continue throughout fiscal 2027. While these product, marketplace and brand management actions taken across our portfolio have had, and in the future may have, a negative impact on our Revenues and overall profitability, we believe they will reignite brand momentum and reposition our business to drive long-term shareholder value.

We have also been evaluating opportunities to operate more efficiently and profitably through realigning costs across our supply chain and technology to serve an integrated marketplace. For the three and nine months ended February 28, 2026, we recognized pre-tax charges of $230 million and $304 million, respectively, primarily associated with employee severance costs. We continue to evaluate opportunities and may take additional actions which could lead to additional charges in future quarters. For more information, refer to Note 13 — Severance and Other Employee Costs within the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

OTHER MATTERS

On February 20, 2026, the U.S. Supreme Court ruled that U.S. tariffs imposed under the International Emergency Economic Powers Act ("IEEPA") on goods imported into the U.S. were unauthorized. Total IEEPA tariffs paid as of the date of this report is approximately $1.0 billion. The ruling did not address potential refunds, and therefore the ultimate availability, timing and amount of any potential refunds of these tariffs is highly uncertain. As such, we have determined that potential recovery of any funds is not probable. We will continue to monitor changes to the import and export policies of the U.S. and other countries that could impact our financial position, results of operations and cash flows.

USE OF NON-GAAP FINANCIAL MEASURES

Throughout this Quarterly Report on Form 10-Q, we discuss non-GAAP financial measures, which should be considered in addition to, and not in lieu of, the financial measures calculated and presented in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). References to these measures should not be considered in isolation or as a substitute for other financial measures calculated and presented in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies. Management uses these non-GAAP measures when evaluating the Company's performance, including when making financial and operating decisions. Additionally, management believes these non-GAAP financial measures provide investors with additional financial information that should be considered when assessing our underlying business performance and trends.

Earnings Before Interest and Taxes ("EBIT") and EBIT margin: Calculated as Net income before Interest (income) expense, net and Income tax expense in the Unaudited Condensed Consolidated Statements of Income and total NIKE, Inc. EBIT divided by total NIKE, Inc. Revenues, respectively. Total NIKE, Inc. EBIT and our EBIT margin calculations for the three and nine months ended February 28, 2026 and February 28, 2025 are as follows:


	THREE MONTHS ENDED FEBRUARY 28,						NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			2026			2025
Net income	$	520		$	794		$	2,039		$	3,008
Add: Income tax expense	130			50			532			559
Add: Interest (income) expense, net	(15)			(18)			(42)			(85)
EBIT	$	635		$	826		$	2,529		$	3,482
Total NIKE, Inc. Revenues	11,279			11,269			35,426			35,212
Net income margin	4.6		%	7.0		%	5.8		%	8.5		%
EBIT margin	5.6		%	7.3		%	7.1		%	9.9		%

Currency-neutral revenues: Currency-neutral revenues enhance visibility to underlying business trends, excluding the impact of translation arising from foreign currency exchange rate fluctuations. Currency-neutral revenues are calculated using actual exchange rates in use during the comparative prior year period in place of the exchange rates in use during the current period.

Table of Contents

COMPARABLE STORE SALES

Comparable store sales: This key metric, which excludes NIKE Brand Digital sales, comprises revenues from NIKE-owned in-line and factory stores for which all three of the following requirements have been met: (1) the store has been open at least one year, (2) square footage has not changed by more than 15% within the past year and (3) the store has not been permanently repositioned within the past year. Comparable store sales represents a performance metric that we believe is useful information for management and investors in understanding the performance of our established NIKE-owned in-line and factory stores. Management considers this metric when making financial and operating decisions. The method of calculating comparable store sales varies across the retail industry. As a result, our calculation of this metric may not be comparable to similarly titled metrics used by other companies.

Table of Contents

RESULTS OF OPERATIONS


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions, except per share data)	2026			2025			% CHANGE		2026			2025			% CHANGE
Revenues	$	11,279		$	11,269		0	%	$	35,426		$	35,212		1	%
Cost of sales	6,749			6,594			2	%	20,908			19,891			5	%
Gross profit	4,530			4,675			-3	%	14,518			15,321			-5	%
Gross margin	40.2		%	41.5		%			41.0		%	43.5		%
Demand creation expense	1,090			1,088			0	%	3,551			3,436			3	%
Operating overhead expense	2,887			2,799			3	%	8,481			8,504			0	%
Total selling and administrative expense	3,977			3,887			2	%	12,032			11,940			1	%
% of revenues	35.3		%	34.5		%			34.0		%	33.9		%
Interest (income) expense, net	(15)			(18)			—		(42)			(85)			—
Other (income) expense, net	(82)			(38)			—		(43)			(101)			—
Income before income taxes	650			844			-23	%	2,571			3,567			-28	%
Income tax expense	130			50			160	%	532			559			-5	%
Effective tax rate	20.0		%	5.9		%			20.7		%	15.7		%
NET INCOME	$	520		$	794		-35	%	$	2,039		$	3,008		-32	%
Diluted earnings per common share	$	0.35		$	0.54		-35	%	$	1.38		$	2.02		-32	%

CONSOLIDATED OPERATING RESULTS

REVENUES


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES(1)		2026		2025		% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES(1)
NIKE, Inc. Revenues:
NIKE Brand Revenues by:
Footwear	$	7,353	$	7,208	2	%	-1	%	$	22,422	$	22,325	0	%	-1	%
Apparel	3,184		3,193		0	%	-4	%	10,403		9,963		4	%	2	%
Equipment	468		477		-2	%	-6	%	1,648		1,624		1	%	-1	%
Global Brand Divisions(2)	7		12		-42	%	-37	%	25		39		-36	%	-34	%
TOTAL NIKE BRAND REVENUES	11,012		10,890		1	%	-2	%	34,498		33,951		2	%	0	%
Converse	264		405		-35	%	-37	%	930		1,335		-30	%	-32	%
Corporate(3)	3		(26)		—		—		(2)		(74)		—		—
TOTAL NIKE, INC. REVENUES	$	11,279	$	11,269	0	%	-3	%	$	35,426	$	35,212	1	%	-1	%
Supplemental NIKE Brand Revenues Details:
NIKE Brand Revenues by:
Sales to Wholesale Customers	$	6,466	$	6,155	5	%	1	%	$	20,804	$	19,485	7	%	5	%
Sales through NIKE Direct	4,539		4,723		-4	%	-7	%	13,669		14,427		-5	%	-7	%
Global Brand Divisions(2)	7		12		-42	%	-37	%	25		39		-36	%	-34	%
TOTAL NIKE BRAND REVENUES	$	11,012	$	10,890	1	%	-2	%	$	34,498	$	33,951	2	%	0	%

(1)The percent change excluding currency changes represents a non-GAAP financial measure. For additional information, see "Use of Non-GAAP Financial Measures".

(2)Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.

(3)Corporate revenues primarily consist of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through our central foreign exchange risk management program.

Table of Contents

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•NIKE, Inc. Revenues for the third quarter of fiscal 2026 were $11.3 billion, flat on a reported basis. On a currency-neutral basis, NIKE, Inc. Revenues decreased 3%, primarily due to lower revenues in EMEA, Greater China and Converse, which reduced NIKE, Inc. Revenues by approximately 2, 1, and 1 percentage points, respectively. Higher revenues in North America increased NIKE, Inc. Revenues by approximately 1 percentage point.

•NIKE Brand revenues increased 1% on a reported basis and decreased 2% on a currency-neutral basis.

•NIKE Brand footwear revenues decreased 1% on a currency-neutral basis. Unit sales of footwear decreased 2%, while higher average selling price ("ASP") per pair contributed approximately 1 percentage point of footwear revenue growth. Higher ASP per pair was primarily due to product mix and strategic pricing, partially offset by channel mix.

•NIKE Brand apparel revenues decreased 4% on a currency-neutral basis. Unit sales of apparel decreased 3%, while lower ASP per unit reduced apparel revenues by approximately 1 percentage point. Lower ASP per unit was primarily due to higher discounts, partially offset by product mix and strategic pricing.

•NIKE Brand wholesale revenues were $6.5 billion for the third quarter of fiscal 2026, up 5% on a reported basis and up 1% on a currency-neutral basis. The increase on a currency-neutral basis was driven by higher revenues in North America and APLA, partially offset by lower revenues in Greater China and EMEA.

•NIKE Direct revenues were $4.5 billion for the third quarter of fiscal 2026, down 4% on a reported basis and down 7% on a currency-neutral basis, due to declines in NIKE Brand Digital sales of 9% and declines in NIKE store sales of 5%. NIKE Brand Digital sales were $2.3 billion for the third quarter of fiscal 2026 compared to $2.5 billion for the third quarter of fiscal 2025, with declines primarily due to reduced traffic. Comparable store sales decreased 5%. For additional information regarding comparable store sales, including the definition, see "Comparable Store Sales".

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•NIKE, Inc. Revenues for the first nine months of fiscal 2026 were $35.4 billion, up 1% on a reported basis. On a currency-neutral basis, NIKE, Inc. Revenues decreased 1%, primarily due to lower revenues in Greater China and Converse, which reduced NIKE, Inc. Revenues by approximately 2 and 1 percentage points, respectively. Higher revenues in North America increased NIKE, Inc. Revenues by approximately 2 percentage points.

•NIKE Brand revenues increased 2% on a reported basis and were flat on a currency-neutral basis.

•NIKE Brand footwear revenues decreased 1% on a currency-neutral basis. Unit sales of footwear were flat, while lower ASP per pair reduced footwear revenues by approximately 1 percentage point. Lower ASP per pair was primarily due to channel mix and higher discounts, partially offset by product mix and strategic pricing.

•NIKE Brand apparel revenues increased 2% on a currency-neutral basis. Unit sales of apparel increased 3%, while lower ASP per unit reduced apparel revenues by approximately 1 percentage point. Lower ASP per unit was primarily due to higher discounts and channel mix, partially offset by product mix.

•NIKE Brand wholesale revenues were $20.8 billion for the first nine months of fiscal 2026, up 7% on a reported basis and up 5% on a currency-neutral basis. The increase on a currency-neutral basis was driven by higher revenues in North America and APLA, partially offset by lower revenues in Greater China.

•NIKE Direct revenues were $13.7 billion for the first nine months of fiscal 2026, down 5% on a reported basis and down 7% on a currency-neutral basis, due to declines in NIKE Brand Digital sales of 12% and declines in NIKE store sales of 3%. NIKE Brand Digital sales were $6.8 billion for the first nine months of fiscal 2026 compared to $7.6 billion for the first nine months of fiscal 2025, with declines primarily due to reduced traffic. Comparable store sales decreased 3%.

Table of Contents

GROSS MARGIN


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		2026			2025			% CHANGE
Gross profit	$	4,530		$	4,675		-3	%	$	14,518		$	15,321		-5	%
Gross margin	40.2		%	41.5		%	-130 bps		41.0		%	43.5		%	-250 bps

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Consolidated gross margin was 130 basis points lower than the prior year due to:

•Higher NIKE Brand product costs (decreasing gross margin approximately 270 basis points), primarily due to higher tariffs in North America; and

•Lower gross margin from Converse (decreasing gross margin approximately 30 basis points).

This was partially offset by:

•Higher NIKE Brand ASP (increasing gross margin approximately 80 basis points), primarily due to strategic pricing and product mix;

•Lower other costs (increasing gross margin approximately 60 basis points), primarily due to lower inventory obsolescence reserves;

•Lower warehousing and logistics costs (increasing gross margin approximately 20 basis points); and

•Favorable changes in net foreign currency exchange rates, including hedges (increasing gross margin approximately 10 basis points).

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Consolidated gross margin was 250 basis points lower than the prior year due to:

•Higher NIKE Brand product costs (decreasing gross margin approximately 240 basis points), primarily due to higher tariffs in North America;

•Lower NIKE Brand ASP (decreasing gross margin approximately 80 basis points), primarily due to channel mix and higher discounts, partially offset by strategic pricing; and

•Lower gross margin from Converse (decreasing gross margin approximately 30 basis points).

This was partially offset by:

•Lower warehousing and logistics costs (increasing gross margin approximately 40 basis points), primarily due to channel mix;

•Favorable changes in net foreign currency exchange rates, including hedges (increasing gross margin approximately 30 basis points); and

•Lower other costs (increasing gross margin approximately 30 basis points), primarily due to lower inventory obsolescence reserves.

TOTAL SELLING AND ADMINISTRATIVE EXPENSE


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		2026			2025			% CHANGE
Demand creation expense(1)	$	1,090		$	1,088		0	%	$	3,551		$	3,436		3	%
Operating overhead expense(2)	2,887			2,799			3	%	8,481			8,504			0	%
Total selling and administrative expense	$	3,977		$	3,887		2	%	$	12,032		$	11,940		1	%
% of revenues	35.3		%	34.5		%	80 bps		34.0		%	33.9		%	10 bps

(1)Demand creation expense consists of brand marketing expense and sports marketing expense. Brand marketing expense includes advertising and promotion costs such as production and media costs, digital marketing expense, brand events and retail brand presentation costs. Sports marketing expense includes expenses related to endorsement contracts, complimentary product and sports marketing events.

(2)Operating overhead expense consists primarily of wage and benefit-related expenses and other administrative costs, such as research and development costs, bad debt expense, rent, depreciation and amortization and costs related to professional services, certain technology investments, meetings and travel.

Table of Contents

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Demand creation expense was flat as higher sports marketing expense and unfavorable changes in foreign currency exchange rates were offset by lower brand marketing expense. Changes in foreign currency exchange rates increased Demand creation expense by approximately 3 percentage points.

Operating overhead expense increased 3% due to higher wage-related expense, driven by employee severance costs, and unfavorable changes in foreign currency exchange rates, partially offset by lower other administrative costs. Changes in foreign currency exchange rates increased Operating overhead expense by approximately 2 percentage points.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Demand creation expense increased 3% due to higher sports marketing expense and unfavorable changes in foreign currency exchange rates, partially offset by lower brand marketing expense, reflecting higher investment in key sports events in the prior year. Changes in foreign currency exchange rates increased Demand creation expense by approximately 2 percentage points.

Operating overhead expense was flat as lower other administrative costs were offset by higher wage-related expense, driven by employee severance costs, and unfavorable changes in foreign currency exchange rates. Changes in foreign currency exchange rates increased Operating overhead expense by approximately 1 percentage point.

OTHER (INCOME) EXPENSE, NET


	THREE MONTHS ENDED FEBRUARY 28,				NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		2026		2025
Other (income) expense, net	$	(82)	$	(38)	$	(43)	$	(101)

Other (income) expense, net comprises foreign currency conversion gains and losses from the remeasurement of monetary assets and liabilities denominated in non-functional currencies and the impact of certain foreign currency derivative instruments, as well as unusual or non-operating transactions outside the normal course of business.

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Other (income) expense, net increased from $38 million of other income, net, to $82 million of other income, net, primarily due to settlements of legal matters, partially offset by an unfavorable net change in foreign currency conversion gains and losses, including hedges.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Other (income) expense, net decreased from $101 million of other income, net, to $43 million of other income, net, primarily due to an unfavorable net change in foreign currency conversion gains and losses, including hedges, partially offset by settlements of legal matters.

INCOME TAXES


	THREE MONTHS ENDED FEBRUARY 28,					NINE MONTHS ENDED FEBRUARY 28,
	2026		2025		% CHANGE	2026		2025		% CHANGE
Effective tax rate	20.0	%	5.9	%	1,410 bps	20.7	%	15.7	%	500 bps

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Our effective tax rate increased from 5.9% to 20.0%, primarily due to a prior year one-time, non-cash deferred tax benefit provided by U.S. tax regulations related to foreign currency gains and losses.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Our effective tax rate increased from 15.7% to 20.7%, primarily due to a prior year one-time, non-cash deferred tax benefit provided by U.S. tax regulations related to foreign currency gains and losses.

For additional information, refer to Note 5 — Income Taxes within the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

SEGMENT INFORMATION

See Note 11 — Segment Information in the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements for a description of our segments and related information.

The breakdown of Revenues is as follows:


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES(1)		2026		2025		% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES(1)
North America	$	5,026	$	4,864	3	%	3	%	$	15,679	$	14,869	5	%	5	%
Europe, Middle East & Africa	2,874		2,811		2	%	-7	%	9,597		9,257		4	%	-2	%
Greater China	1,615		1,733		-7	%	-10	%	4,550		5,110		-11	%	-12	%
Asia Pacific & Latin America	1,490		1,470		1	%	-2	%	4,647		4,676		-1	%	-2	%
Global Brand Divisions(2)	7		12		-42	%	-37	%	25		39		-36	%	-34	%
TOTAL NIKE BRAND	11,012		10,890		1	%	-2	%	34,498		33,951		2	%	0	%
Converse	264		405		-35	%	-37	%	930		1,335		-30	%	-32	%
Corporate(3)	3		(26)		—		—		(2)		(74)		—		—
TOTAL NIKE, INC. REVENUES	$	11,279	$	11,269	0	%	-3	%	$	35,426	$	35,212	1	%	-1	%

(1)The percent change excluding currency changes represents a non-GAAP financial measure. For additional information, see "Use of Non-GAAP Financial Measures".

(2)Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.

The primary financial measure used to evaluate performance of our individual reportable operating segments is EBIT. For additional information on our segments, refer to Note 11 — Segment Information in the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

The breakdown of EBIT is as follows:


	THREE MONTHS ENDED FEBRUARY 28,								NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		2026			2025			% CHANGE
North America	$	981		$	1,103		-11	%	$	3,376		$	3,690		-9	%
Europe, Middle East & Africa	515			480			7	%	1,983			2,103			-6	%
Greater China	467			421			11	%	1,035			1,298			-20	%
Asia Pacific & Latin America	332			346			-4	%	1,071			1,208			-11	%
Global Brand Divisions	(1,209)			(1,093)			-11	%	(3,473)			(3,453)			-1	%
TOTAL NIKE BRAND(1)	1,086			1,257			-14	%	3,992			4,846			-18	%
Converse	(40)			39			-203	%	(5)			213			-102	%
Corporate	(411)			(470)			13	%	(1,458)			(1,577)			8	%
TOTAL NIKE, INC. EBIT(1)	635			826			-23	%	2,529			3,482			-27	%
Interest (income) expense, net	(15)			(18)			—		(42)			(85)			—
Income tax expense	130			50			160	%	532			559			-5	%
NET INCOME	$	520		$	794		-35	%	$	2,039		$	3,008		-32	%

Total NIKE, Inc. Revenues	$	11,279		$	11,269		0	%	$	35,426		$	35,212		1	%
Net income margin	4.6		%	7.0		%			5.8		%	8.5		%
EBIT margin(1)	5.6		%	7.3		%			7.1		%	9.9		%

(1)Total NIKE Brand EBIT, Total NIKE, Inc. EBIT and EBIT margin represent non-GAAP financial measures. For additional information, see "Use of Non-GAAP Financial Measures".

Table of Contents

NORTH AMERICA


	THREE MONTHS ENDED FEBRUARY 28,										NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES		2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES
Revenues by:
Footwear	$	3,326		$	3,132		6	%	6	%	$	10,087		$	9,580		5	%	5	%
Apparel	1,480			1,510			-2	%	-2	%	4,765			4,534			5	%	5	%
Equipment	220			222			-1	%	-1	%	827			755			10	%	10	%
TOTAL REVENUES	$	5,026		$	4,864		3	%	3	%	$	15,679		$	14,869		5	%	5	%
Revenues by:
Sales to Wholesale Customers	$	2,768		$	2,499		11	%	11	%	$	9,054		$	7,840		15	%	15	%
Sales through NIKE Direct	2,258			2,365			-5	%	-5	%	6,625			7,029			-6	%	-6	%
TOTAL REVENUES	$	5,026		$	4,864		3	%	3	%	$	15,679		$	14,869		5	%	5	%
Cost of sales	3,036			2,766			10	%			9,268			8,289			12	%
Gross profit	1,990			2,098			-5	%			6,411			6,580			-3	%
Gross margin	39.6		%	43.1		%	-350 bps				40.9		%	44.3		%	-340 bps
Demand creation expense	416			401			4	%			1,331			1,235			8	%
Operating overhead expense	593			596			-1	%			1,705			1,656			3	%
Total selling and administrative expense	1,009			997			1	%			3,036			2,891			5	%
Other segment items	—			(2)			—				(1)			(1)			—
EARNINGS BEFORE INTEREST AND TAXES	$	981		$	1,103		-11	%			$	3,376		$	3,690		-9	%

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•North America revenues increased 3% on a currency-neutral basis. Wholesale revenues increased 11%, primarily driven by the impacts of our marketplace management actions in both the current and prior year and expanded distribution in the current year. NIKE Direct revenues decreased 5% due to declines in digital sales of 7% and declines in store sales of 1%. Comparable store sales decreased 1%.

•Footwear revenues increased 6% on a currency-neutral basis. Unit sales of footwear increased 4%, while higher ASP per pair contributed approximately 2 percentage points of footwear revenue growth. Higher ASP per pair was primarily due to product mix and strategic pricing, partially offset by channel mix.

•Apparel revenues decreased 2% on a currency-neutral basis. Unit sales of apparel decreased 1%, while lower ASP per unit reduced apparel revenues by approximately 1 percentage point. Lower ASP per unit was primarily due to higher discounts, partially offset by product mix and strategic pricing.

Reported EBIT decreased 11% reflecting higher reported revenues more than offset by:

•Gross margin contraction of 350 basis points, primarily due to higher tariffs, partially offset by higher ASP and lower inventory obsolescence reserves. Higher ASP primarily reflects strategic pricing and product mix, partially offset by channel mix.

•Demand creation expense increased 4% due to higher sports marketing expense, partially offset by lower brand marketing expense.

•Operating overhead expense decreased 1% due to lower other administrative costs, partially offset by higher wage-related expense.

Table of Contents

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•North America revenues increased 5% on a currency-neutral basis. Wholesale revenues increased 15%, primarily driven by expanded distribution in the current year and the impacts of our marketplace management actions in both the current and prior year. NIKE Direct revenues decreased 6% due to declines in digital sales of 11% and declines in store sales of 1%. Comparable store sales decreased 1%.

•Footwear revenues increased 5% on a currency-neutral basis. Unit sales of footwear increased 8%, while lower ASP per pair reduced footwear revenues by approximately 3 percentage points. Lower ASP per pair was primarily due to channel mix, partially offset by product mix and strategic pricing.

•Apparel revenues increased 5% on a currency-neutral basis. Unit sales of apparel increased 5%, while ASP per unit was flat as channel mix and higher discounts were offset primarily by product mix.

Reported EBIT decreased 9% reflecting higher reported revenues more than offset by the following:

•Gross margin contraction of 340 basis points, primarily due to higher tariffs and lower ASP, partially offset by lower warehousing and logistics costs due to channel mix and lower inventory obsolescence reserves. Lower ASP primarily reflects channel mix, partially offset by strategic pricing.

•Demand creation expense increased 8% due to higher sports marketing expense and higher brand marketing expense.

•Operating overhead expense increased 3% due to higher wage-related expense, partially offset by lower other administrative costs.

EUROPE, MIDDLE EAST & AFRICA


	THREE MONTHS ENDED FEBRUARY 28,										NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES		2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES
Revenues by:
Footwear	$	1,789		$	1,742		3	%	-7	%	$	5,822		$	5,676		3	%	-3	%
Apparel	926			913			1	%	-8	%	3,228			3,042			6	%	0	%
Equipment	159			156			2	%	-8	%	547			539			1	%	-5	%
TOTAL REVENUES	$	2,874		$	2,811		2	%	-7	%	$	9,597		$	9,257		4	%	-2	%
Revenues by:
Sales to Wholesale Customers	$	1,919		$	1,817		6	%	-4	%	$	6,368		$	6,011		6	%	0	%
Sales through NIKE Direct	955			994			-4	%	-13	%	3,229			3,246			-1	%	-7	%
TOTAL REVENUES	$	2,874		$	2,811		2	%	-7	%	$	9,597		$	9,257		4	%	-2	%
Cost of sales	1,705			1,696			1	%			5,530			5,179			7	%
Gross profit	1,169			1,115			5	%			4,067			4,078			0	%
Gross margin	40.7		%	39.7		%	100 bps				42.4		%	44.1		%	-170 bps
Demand creation expense	296			267			11	%			943			870			8	%
Operating overhead expense	360			353			2	%			1,141			1,091			5	%
Total selling and administrative expense	656			620			6	%			2,084			1,961			6	%
Other segment items	(2)			15			—				—			14			—
EARNINGS BEFORE INTEREST AND TAXES	$	515		$	480		7	%			$	1,983		$	2,103		-6	%

Table of Contents

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•EMEA revenues decreased 7% on a currency-neutral basis. Wholesale revenues decreased 4%. NIKE Direct revenues decreased 13% due to declines in digital sales of 6% and declines in store sales of 20%. Comparable store sales decreased 19%.

•Footwear revenues decreased 7% on a currency-neutral basis. Unit sales of footwear decreased 4%, while lower ASP per pair reduced footwear revenues by approximately 3 percentage points. Lower ASP per pair was primarily due to higher discounts, partially offset by product mix.

•Apparel revenues decreased 8% on a currency-neutral basis. Unit sales of apparel decreased 8%, while ASP per unit was flat as higher discounts were offset primarily by channel mix.

Reported EBIT increased 7% reflecting higher reported revenues and the following:

•Gross margin expansion of 100 basis points, primarily due to higher other product costs in the prior year, partially offset by higher discounts and unfavorable changes in standard foreign currency exchange rates.

•Demand creation expense increased 11%, primarily due to unfavorable changes in foreign currency exchange rates and higher sports marketing expense.

•Operating overhead expense increased 2% due to unfavorable changes in foreign currency exchange rates, partially offset by lower other administrative costs.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•EMEA revenues decreased 2% on a currency-neutral basis. Wholesale revenues were flat. NIKE Direct revenues decreased 7% due to declines in digital sales of 6% and declines in store sales of 7%. Comparable store sales decreased 6%.

•Footwear revenues decreased 3% on a currency-neutral basis. Unit sales of footwear were flat, while lower ASP per pair reduced footwear revenues by approximately 3 percentage points. Lower ASP per pair was primarily due to higher discounts, partially offset by product mix.

•Apparel revenues were flat on a currency-neutral basis. Unit sales of apparel increased 3%, while lower ASP per unit reduced apparel revenues by approximately 3 percentage points. Lower ASP per unit was primarily due to higher discounts.

Reported EBIT decreased 6% reflecting higher reported revenues more than offset by:

•Gross margin contraction of 170 basis points, primarily due to lower ASP, reflecting higher discounts, and unfavorable changes in standard foreign currency exchange rates, partially offset by lower warehousing and logistics costs.

•Demand creation expense increased 8% due to unfavorable changes in foreign currency exchange rates and higher sports marketing expense, partially offset by lower brand marketing expense, reflecting higher investment in key sports events in the prior year.

•Operating overhead expense increased 5%, primarily due to unfavorable changes in foreign currency exchange rates, partially offset by lower other administrative costs.

Table of Contents

GREATER CHINA


	THREE MONTHS ENDED FEBRUARY 28,										NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES		2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES
Revenues by:
Footwear	$	1,187		$	1,282		-7	%	-10	%	$	3,250		$	3,731		-13	%	-14	%
Apparel	397			412			-4	%	-7	%	1,201			1,244			-3	%	-5	%
Equipment	31			39			-21	%	-22	%	99			135			-27	%	-27	%
TOTAL REVENUES	$	1,615		$	1,733		-7	%	-10	%	$	4,550		$	5,110		-11	%	-12	%
Revenues by:
Sales to Wholesale Customers	$	888		$	995		-11	%	-13	%	$	2,548		$	2,870		-11	%	-12	%
Sales through NIKE Direct	727			738			-1	%	-5	%	2,002			2,240			-11	%	-12	%
TOTAL REVENUES	$	1,615		$	1,733		-7	%	-10	%	$	4,550		$	5,110		-11	%	-12	%
Cost of sales	839			953			-12	%			2,473			2,765			-11	%
Gross profit	776			780			-1	%			2,077			2,345			-11	%
Gross margin	48.0		%	45.0		%	300 bps				45.6		%	45.9		%	-30 bps
Demand creation expense	97			123			-21	%			341			372			-8	%
Operating overhead expense	235			235			0	%			725			727			0	%
Total selling and administrative expense	332			358			-7	%			1,066			1,099			-3	%
Other segment items	(23)			1			—				(24)			(52)			—
EARNINGS BEFORE INTEREST AND TAXES	$	467		$	421		11	%			$	1,035		$	1,298		-20	%

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•Greater China revenues decreased 10% on a currency-neutral basis. Wholesale revenues decreased 13%. NIKE Direct revenues decreased 5% due to declines in digital sales of 21%, partially offset by an increase in store sales of 1%. Comparable store sales decreased 1%.

•Footwear revenues decreased 10% on a currency-neutral basis. Unit sales of footwear decreased 10%, while ASP per pair was flat as lower discounts were offset primarily by product mix and channel mix.

•Apparel revenues decreased 7% on a currency-neutral basis. Unit sales of apparel decreased 9%, while higher ASP per unit increased apparel revenues by approximately 2 percentage points. Higher ASP per unit was primarily due to product mix and lower discounts.

Reported EBIT increased 11% reflecting lower reported revenues more than offset by:

•Gross margin expansion of 300 basis points, primarily due to lower inventory obsolescence reserves.

•Demand creation expense decreased 21%, primarily due to lower brand marketing expense.

•Operating overhead expense was flat as lower other administrative costs were offset primarily by unfavorable changes in foreign currency exchange rates.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•Greater China revenues decreased 12% on a currency-neutral basis. Wholesale revenues decreased 12%. NIKE Direct revenues decreased 12% due to declines in digital sales of 29% and declines in store sales of 3%. Comparable store sales decreased 4%.

•Footwear revenues decreased 14% on a currency-neutral basis. Unit sales of footwear decreased 13%, while lower ASP per pair reduced footwear revenues by approximately 1 percentage point. Lower ASP per pair was primarily due to channel mix and product mix, partially offset by lower discounts.

•Apparel revenues decreased 5% on a currency-neutral basis. Unit sales of apparel decreased 7%, while higher ASP per unit contributed approximately 2 percentage points of apparel revenue growth. Higher ASP per unit was primarily due to product mix.

Table of Contents

Reported EBIT decreased 20% reflecting lower reported revenues and the following:

•Gross margin contraction of 30 basis points, primarily due to higher product costs, driven by product mix, partially offset by lower inventory obsolescence reserves.

•Demand creation expense decreased 8%, primarily due to lower brand marketing expense.

•Operating overhead expense was flat as lower other administrative costs were offset by higher wage-related expense and unfavorable changes in foreign currency exchange rates.

ASIA PACIFIC & LATIN AMERICA


	THREE MONTHS ENDED FEBRUARY 28,										NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES		2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES
Revenues by:
Footwear	$	1,051		$	1,052		0	%	-3	%	$	3,263		$	3,338		-2	%	-3	%
Apparel	381			358			6	%	4	%	1,209			1,143			6	%	5	%
Equipment	58			60			-3	%	-7	%	175			195			-10	%	-11	%
TOTAL REVENUES	$	1,490		$	1,470		1	%	-2	%	$	4,647		$	4,676		-1	%	-2	%
Revenues by:
Sales to Wholesale Customers	$	891		$	844		6	%	3	%	$	2,834		$	2,764		3	%	2	%
Sales through NIKE Direct	599			626			-4	%	-8	%	1,813			1,912			-5	%	-6	%
TOTAL REVENUES	$	1,490		$	1,470		1	%	-2	%	$	4,647		$	4,676		-1	%	-2	%
Cost of sales	870			829			5	%			2,672			2,588			3	%
Gross profit	620			641			-3	%			1,975			2,088			-5	%
Gross margin	41.6		%	43.6		%	-200 bps				42.5		%	44.7		%	-220 bps
Demand creation expense	91			97			-6	%			297			285			4	%
Operating overhead expense	200			200			0	%			614			597			3	%
Total selling and administrative expense	291			297			-2	%			911			882			3	%
Other segment items	(3)			(2)			—				(7)			(2)			—
EARNINGS BEFORE INTEREST AND TAXES	$	332		$	346		-4	%			$	1,071		$	1,208		-11	%

Table of Contents

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•APLA revenues decreased 2% on a currency-neutral basis primarily due to lower revenues in Japan and Korea, partially offset by higher revenues in Pacific. Wholesale revenues increased 3%. NIKE Direct revenues decreased 8% due to declines in digital sales of 12% and declines in store sales of 3%. Comparable store sales decreased 5%.

•Footwear revenues decreased 3% on a currency-neutral basis. Unit sales of footwear decreased 3%, while ASP per pair was flat as product mix and strategic pricing were offset by channel mix and higher discounts.

•Apparel revenues increased 4% on a currency-neutral basis. Unit sales of apparel increased 4%, while ASP per unit was flat as higher discounts and channel mix were offset by product mix and strategic pricing.

Reported EBIT decreased 4% reflecting higher reported revenues more than offset by:

•Gross margin contraction of approximately 200 basis points, primarily due to unfavorable changes in standard foreign currency exchange rates.

•Demand creation expense decreased 6%, primarily due to lower brand marketing expense, partially offset by unfavorable changes in foreign currency exchange rates.

•Operating overhead expense was flat as unfavorable changes in foreign currency exchange rates were offset by lower other administrative costs and lower wage-related expense.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•APLA revenues decreased 2% on a currency-neutral basis primarily due to lower revenues in Southeast Asia & India, Japan and Korea, partially offset by higher revenues in Central & South America and Pacific. Wholesale revenues increased 2%. NIKE Direct revenues decreased 6% due to declines in digital sales of 10% and declines in store sales of 2%. Comparable store sales decreased 5%.

•Footwear revenues decreased 3% on a currency-neutral basis. Unit sales of footwear decreased 2%, while lower ASP per pair reduced footwear revenues by approximately 1 percentage point. Lower ASP per pair was primarily due to higher discounts and channel mix.

•Apparel revenues increased 5% on a currency-neutral basis. Unit sales of apparel increased 7%, while lower ASP per unit reduced apparel revenues by approximately 2 percentage points. Lower ASP per unit was primarily due to higher discounts and channel mix, partially offset by product mix and strategic pricing.

Reported EBIT decreased 11% reflecting lower reported revenues and the following:

•Gross margin contraction of approximately 220 basis points, primarily due to unfavorable changes in standard foreign currency exchange rates and lower ASP.

•Demand creation expense increased 4%, primarily due to higher sports marketing expense, partially offset by lower brand marketing expense.

•Operating overhead expense increased 3%, primarily due to higher wage-related expense and unfavorable changes in foreign currency exchange rates.

GLOBAL BRAND DIVISIONS


	THREE MONTHS ENDED FEBRUARY 28,						NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		% CHANGE		2026		2025		% CHANGE
Revenues	$	7	$	12	-42	%	$	25	$	39	-36	%
Cost of sales	160		148		8	%	480		448		7	%
Gross profit (loss)	(153)		(136)		-13	%	(455)		(409)		-11	%
Demand creation expense	170		158		8	%	558		547		2	%
Operating overhead expense	886		802		10	%	2,461		2,499		-2	%
Total selling and administrative expense	1,056		960		10	%	3,019		3,046		-1	%
Other segment items	—		(3)		—		(1)		(2)		—
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	(1,209)	$	(1,093)	-11	%	$	(3,473)	$	(3,453)	-1	%

Table of Contents

Global Brand Divisions primarily represents costs, including product creation and design expenses, that are centrally managed for the NIKE Brand, as well as costs associated with NIKE Direct global digital operations and enterprise technology. Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Global Brand Divisions' loss before interest and taxes increased 11%, primarily due to higher Operating overhead expense. Operating overhead expense increased 10%, primarily due to higher wage-related expense, driven by employee severance costs, partially offset by lower other administrative costs.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Global Brand Divisions' loss before interest and taxes increased 1%, primarily due to higher Cost of sales, partially offset by lower Operating overhead expense. Cost of sales increased 7% primarily due to higher wage-related expense. Operating overhead expense decreased 2%, primarily due to lower other administrative costs, partially offset by higher wage-related expense, driven by employee severance costs.

CONVERSE


	THREE MONTHS ENDED FEBRUARY 28,										NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES		2026			2025			% CHANGE		% CHANGE EXCLUDING CURRENCY CHANGES
Revenues by:
Footwear	$	231		$	349		-34	%	-37	%	$	805		$	1,149		-30	%	-32	%
Apparel	12			22			-45	%	-45	%	39			65			-40	%	-40	%
Equipment	4			7			-43	%	-41	%	17			25			-32	%	-32	%
Other(1)	17			27			-37	%	-38	%	69			96			-28	%	-28	%
TOTAL REVENUES	$	264		$	405		-35	%	-37	%	$	930		$	1,335		-30	%	-32	%
Revenues by:
Sales to Wholesale Customers	$	142		$	208		-32	%	-35	%	$	480		$	695		-31	%	-33	%
Sales through Direct to Consumer	105			170			-38	%	-41	%	381			544			-30	%	-31	%
Other(1)	17			27			-37	%	-38	%	69			96			-28	%	-27	%
TOTAL REVENUES	$	264		$	405		-35	%	-37	%	$	930		$	1,335		-30	%	-32	%
Cost of sales	167			217			-23	%			536			672			-20	%
Gross profit	97			188			-48	%			394			663			-41	%
Gross margin	36.7		%	46.4		%	-970 bps				42.4		%	49.7		%	-730 bps
Demand creation expense	17			40			-58	%			74			118			-37	%
Operating overhead expense	120			108			11	%			326			332			-2	%
Total selling and administrative expense	137			148			-7	%			400			450			-11	%
Other segment items	—			1			—				(1)			—			—
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	(40)		$	39		-203	%			$	(5)		$	213		-102	%

(1)Other revenues consist of territories serviced by third-party licensees who pay royalties to Converse for the use of its registered trademarks and other intellectual property rights.

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

•Converse revenues decreased 37% on a currency-neutral basis driven by declines in all territories. Unit sales decreased 37%, while ASP was flat.

•Wholesale revenues decreased 35% on a currency-neutral basis, driven by declines in all territories.

•Direct to consumer revenues decreased 41% on a currency-neutral basis, reflecting reduced traffic in all territories.

Reported EBIT decreased 203% reflecting lower reported revenues and the following:

•Gross margin contraction of approximately 970 basis points, primarily due to the brand and marketplace reset costs, including employee severance costs and higher inventory obsolescence reserves.

•Demand creation expense decreased 58%, primarily due to lower brand marketing expense.

•Operating overhead expense increased 11%, primarily due to higher wage-related expense, driven by employee severance costs, partially offset by lower other administrative costs.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

•Converse revenues decreased 32% on a currency-neutral basis driven by declines in all territories. Unit sales decreased 28%, while lower ASP reduced revenues by approximately 4 percentage points. Lower ASP per unit was primarily due to higher discounts and product mix.

•Wholesale revenues decreased 33% on a currency-neutral basis, driven by declines in all territories.

•Direct to consumer revenues decreased 31% on a currency-neutral basis, reflecting reduced traffic in all territories.

Reported EBIT decreased 102% reflecting lower reported revenues and the following:

•Gross margin contraction of approximately 730 basis points, primarily due to lower ASP, as well as the brand and marketplace reset costs, including employee severance costs and higher inventory obsolescence reserves.

•Demand creation expense decreased 37%, primarily due to lower brand marketing expense.

•Operating overhead expense decreased 2%, primarily due to lower other administrative costs, partially offset by higher wage-related expense, driven by employee severance costs.

CORPORATE


	THREE MONTHS ENDED FEBRUARY 28,						NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025		% CHANGE		2026		2025		% CHANGE
Revenues	$	3	$	(26)	—		$	(2)	$	(74)	—
Cost of sales	(28)		(15)		—		(51)		(50)		—
Gross profit (loss)	31		(11)		—		49		(24)		—
Demand creation expense	3		2		50	%	7		9		-22	%
Operating overhead expense	493		505		-2	%	1,509		1,602		-6	%
Total selling and administrative expense	496		507		-2	%	1,516		1,611		-6	%
Other segment items	(54)		(48)		—		(9)		(58)		—
EARNINGS (LOSS) BEFORE INTEREST AND TAXES	$	(411)	$	(470)	13	%	$	(1,458)	$	(1,577)	8	%

Corporate primarily consists of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to our corporate headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses.

Corporate revenues primarily consist of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through our central foreign exchange risk management program.

In addition to the foreign currency gains and losses recognized within Corporate revenues, foreign currency results in Corporate include gains and losses resulting from the difference between actual foreign currency exchange rates and standard rates used to record non-functional currency denominated product purchases within the NIKE Brand geographic operating segments and Converse; related foreign currency hedge results; conversion gains and losses arising from remeasurement of monetary assets and liabilities in non-functional currencies; and certain other foreign currency derivative instruments.

Table of Contents

THIRD QUARTER OF FISCAL 2026 COMPARED TO THIRD QUARTER OF FISCAL 2025

Corporate's loss before interest and taxes decreased $59 million, primarily due to the following:

•a favorable change in net foreign currency gains and losses of $57 million related to the difference between actual foreign currency exchange rates and standard foreign currency exchange rates assigned to the NIKE Brand geographic operating segments and Converse, net of hedge gains and losses; these results are reported as a component of consolidated Gross profit;

•a favorable change of $12 million in Operating overhead expense, primarily related to lower other administrative costs, partially offset by higher wage-related expense; and

•a favorable change of $5 million primarily related to settlements of legal matters, mostly offset by remeasurement of monetary assets and liabilities denominated in non-functional currencies and the impact of certain foreign currency derivative instruments, reported as a component of consolidated Other (income) expense, net.

FIRST NINE MONTHS OF FISCAL 2026 COMPARED TO FIRST NINE MONTHS OF FISCAL 2025

Corporate's loss before interest and taxes decreased $119 million, primarily due to the following:

•a favorable change in net foreign currency gains and losses of $94 million related to the difference between actual foreign currency exchange rates and standard foreign currency exchange rates assigned to the NIKE Brand geographic operating segments and Converse, net of hedge gains and losses; these results are reported as a component of consolidated Gross profit;

•a favorable change of $93 million in Operating overhead expense, primarily related to lower other administrative costs; and

•an unfavorable change of $50 million primarily related to remeasurement of monetary assets and liabilities denominated in non-functional currencies and the impact of certain foreign currency derivative instruments, partially offset by settlements of legal matters, reported as a component of consolidated Other (income) expense, net.

Table of Contents

FOREIGN CURRENCY EXPOSURES AND HEDGING PRACTICES

OVERVIEW

As a global company with significant operations outside the United States, in the normal course of business we are exposed to risk arising from changes in currency exchange rates. Our primary foreign currency exposures arise from the recording of transactions denominated in non-functional currencies and the translation of foreign currency denominated results of operations, financial position and cash flows into U.S. Dollars.

Our foreign exchange risk management program is intended to lessen both the positive and negative effects of currency fluctuations on our consolidated results of operations, financial position and cash flows. We manage global foreign exchange risk centrally on a portfolio basis to address those risks material to NIKE, Inc. Our hedging policy is designed to partially or entirely offset the impact of exchange rate changes on the underlying net exposures being hedged. Where exposures are hedged, our program has the effect of delaying the impact of exchange rate movements on our Unaudited Condensed Consolidated Financial Statements; the length of the delay is dependent upon hedge horizons. We do not hold or issue derivative instruments for trading or speculative purposes. As of and for the three and nine months ended February 28, 2026, there have been no material changes to our hedging program or strategy from what was disclosed within our Annual Report.

Refer to Note 3 — Fair Value Measurements and Note 8 — Risk Management and Derivatives in the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements for additional description of outstanding derivatives at each reported period end. For additional information about our Foreign Currency Exposures and Hedging Practices, refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations within our Annual Report.

TRANSACTIONAL EXPOSURES

We conduct business in various currencies and have transactions which subject us to foreign currency risk. Our most significant transactional foreign currency exposures are:

•Product Costs — Product purchases denominated in currencies other than the functional currency of the transacting entity and factory input costs from the foreign currency adjustments program with certain factories.

•Non-Functional Currency Denominated External Sales — A portion of our NIKE Brand and Converse revenues associated with European operations are earned in currencies other than the Euro (e.g., the British Pound) but are recognized at a subsidiary that uses the Euro as its functional currency. These sales generate a foreign currency exposure.

•Other Costs — Non-functional currency denominated costs, such as endorsement contracts, also generate foreign currency risk, though to a lesser extent.

•Non-Functional Currency Denominated Monetary Assets and Liabilities — Our global subsidiaries have various monetary assets and liabilities, primarily receivables and payables, including intercompany receivables and payables, denominated in currencies other than their functional currencies. These balance sheet items are subject to remeasurement which may create fluctuations in Other (income) expense, net within our Unaudited Condensed Consolidated Statements of Income.

MANAGING TRANSACTIONAL EXPOSURES

Transactional exposures are managed on a portfolio basis within our foreign currency risk management program. We manage these exposures by taking advantage of natural offsets and currency correlations that exist within the portfolio and may also elect to use currency forward and option contracts to hedge the remaining effect of exchange rate fluctuations on probable forecasted future cash flows, including certain product cost exposures, non-functional currency denominated external sales and other costs described above. Generally, these are accounted for as cash flow hedges.

Certain currency forward contracts used to manage the foreign exchange exposure of non-functional currency denominated monetary assets and liabilities subject to remeasurement are not formally designated as hedging instruments. Accordingly, changes in fair value of these instruments are recognized within Other (income) expense, net within our Unaudited Condensed Consolidated Statements of Income and are intended to offset the foreign currency impact of the remeasurement of the related non-functional currency denominated asset or liability being hedged.

Table of Contents

TRANSLATIONAL EXPOSURES

Many of our foreign subsidiaries operate in functional currencies other than the U.S. Dollar. Fluctuations in currency exchange rates create volatility in our reported results as we are required to translate the balance sheets, operational results and cash flows of these subsidiaries into U.S. Dollars for consolidated reporting. The translation of foreign subsidiaries' non-U.S. Dollar denominated balance sheets into U.S. Dollars for consolidated reporting results in a cumulative translation adjustment to Accumulated other comprehensive income (loss) within Shareholders' equity. The impact of foreign exchange rate fluctuations on the translation of our consolidated Revenues was a benefit of approximately $399 million and $735 million for the three and nine months ended February 28, 2026, respectively. The impact of foreign exchange rate fluctuations on the translation of our Income before income taxes was a benefit of approximately $62 million and $143 million for the three and nine months ended February 28, 2026, respectively.

MANAGING TRANSLATIONAL EXPOSURES

To minimize the impact of translating foreign currency denominated revenues and expenses into U.S. Dollars for consolidated reporting, certain foreign subsidiaries use excess cash to purchase U.S. Dollar denominated available-for-sale investments. The variable future cash flows associated with the purchase and subsequent sale of these U.S. Dollar denominated investments at non-U.S. Dollar functional currency subsidiaries creates a foreign currency exposure that qualifies for hedge accounting under U.S. GAAP. We utilize forward contracts and/or options to mitigate the variability of the forecasted future purchases and sales of these U.S. Dollar investments and to mitigate exposure to forecasted future cash flows of certain intercompany transactions. The combination of these foreign currency exposures and the related hedging instruments has the effect of partially offsetting the year-over-year foreign currency translation impact on net earnings. These hedges are generally accounted for as cash flow hedges.

We estimate the combination of translation of foreign currency-denominated profits from our international businesses and the year-over-year change in foreign currency related gains and losses included in Other (income) expense, net, had an unfavorable impact of approximately $29 million and $12 million on our Income before income taxes for the three and nine months ended February 28, 2026, respectively.

Table of Contents

LIQUIDITY AND CAPITAL RESOURCES

CASH FLOW ACTIVITY


	NINE MONTHS ENDED FEBRUARY 28,
(Dollars in millions)	2026		2025
Cash provided (used by):
Operations	$	1,231	$	3,235
Investing activities	(276)		(289)
Financing activities	(1,778)		(4,176)
Effect of exchange rate changes on cash and equivalents	19		(29)
NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS	$	(804)	$	(1,259)

OPERATIONS:

For the nine months ended February 28, 2026, cash provided by operations was $1,231 million. This was driven by Net income of $2,039 million, adjusted for non-cash items of $1,018 million, and a net change in certain working capital components and other assets and liabilities that decreased cash provided by operations by $1,826 million. The net change in certain working capital components and other assets and liabilities was primarily driven by an increase in Accounts receivable, a decrease in Accounts payable and a decrease in Income taxes payable. The increase in Accounts receivable was primarily due to higher wholesale revenues and the timing of wholesale shipments. The decrease in Accounts payable was primarily due to lower other administrative costs and the timing of payments. The decrease in Income taxes payable was primarily due to U.S. federal income tax payments.

For the nine months ended February 28, 2025, cash provided by operations was $3,235 million. This was driven by Net income of $3,008 million, adjusted for non-cash items of $875 million, and a net change in certain working capital components and other assets and liabilities that decreased cash provided by operations by $648 million. The net change in certain working capital components and other assets and liabilities was primarily driven by an increase in Accounts receivable and an increase in Prepaid expenses and other current assets. The increase in Accounts receivable was primarily due to the timing of wholesale shipments and the increase in Prepaid expenses and other current assets was primarily due to payments related to endorsement contracts.

INVESTING ACTIVITIES:

For the nine months ended February 28, 2026, cash used by investing activities was $276 million, primarily driven by a net change in short-term investments (including purchases, sales and maturities) and increased additions to Property, plant and equipment. For the nine months ended February 28, 2025, cash used by investing activities was $289 million, primarily driven by a net change in short-term investments (including purchases, sales and maturities).

FINANCING ACTIVITIES:

For the nine months ended February 28, 2026, cash used by financing activities was $1,778 million, primarily driven by dividend payments. For the nine months ended February 28, 2025, cash used by financing activities was $4,176 million, primarily driven by share repurchases and dividend payments.

During the first nine months of fiscal 2026, we purchased a total of 1.8 million shares of NIKE's Class B Common Stock for $122.4 million (an average price of $67.63 per share) under the four-year, $18 billion share repurchase program approved by the Board of Directors in June 2022. As of February 28, 2026, we had repurchased 124.4 million shares at a cost of approximately $12.1 billion (an average price of $97.57 per share) under this $18 billion share repurchase program. No shares were repurchased during the quarter ended February 28, 2026. We paused repurchases under this program during the first quarter of fiscal 2026. The existing program remains authorized by the Board of Directors and we may resume share repurchases in the future at any time, depending upon market conditions, our liquidity and capital needs and other factors. We continue to expect funding of any future share repurchases to come from operating cash flows and excess cash.

Table of Contents

CAPITAL RESOURCES

On July 17, 2025, we filed a shelf registration statement (the "Shelf") with the U.S. Securities and Exchange Commission (the "SEC") which permits us to issue an unlimited amount of securities from time to time. The Shelf expires on July 17, 2028.

As of February 28, 2026, our committed credit facilities were unchanged from the information previously reported within our Annual Report. We currently have long-term debt ratings of A+ and A2 from Standard and Poor's Corporation and Moody's Investor Services, respectively. Any changes to these ratings could result in interest rate and facility fee changes. In November 2025, Moody's Investor Services downgraded our debt rating from A1 to A2. Despite the downgrade, our facility fees and interest rates remain unchanged. As of February 28, 2026, we were in full compliance with the covenants under our facilities and believe it is unlikely we will fail to meet any of the covenants in the foreseeable future. As of February 28, 2026 and May 31, 2025, no amounts were outstanding under our committed credit facilities.

On March 6, 2026, subsequent to the end of the third quarter of fiscal 2026, we entered into a 364-day committed credit facility agreement with a syndicate of banks, which provides for up to $1 billion of borrowings, with an option to increase borrowings up to $1.5 billion in total with lender approval. The facility matures on March 5, 2027, with an option to extend the maturity date an additional 364 days. This facility replaces the prior $1 billion 364-day credit facility agreement entered into on March 7, 2025, which matured on March 6, 2026. Refer to Note 4 — Short-Term Borrowings and Credit Lines within the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements for more information.

Liquidity is also provided by our $3 billion commercial paper program. As of and for the three months ended February 28, 2026, we did not have any borrowings outstanding under our $3 billion program. We may issue commercial paper or other debt securities depending on general corporate needs.

To date, in fiscal 2026, we have not experienced difficulty accessing the capital or credit markets; however, future volatility may increase costs associated with issuing commercial paper or other debt instruments or affect our ability to access those markets.

As of February 28, 2026, we had Cash and equivalents and Short-term investments totaling $8.1 billion, primarily consisting of commercial paper, corporate notes, deposits held at major banks, money market funds, U.S. Treasury obligations and other investment grade fixed-income securities. Our fixed-income investments are exposed to both credit and interest rate risk. All of our investments are investment grade to minimize our credit risk. While individual securities have varying durations, as of February 28, 2026, the weighted average days to maturity of our cash equivalents and short-term investments portfolio was 119 days.

We believe that existing Cash and equivalents, Short-term investments and cash provided by operations, together with access to external sources of funds as described above, will be sufficient to meet our domestic and foreign capital needs for the next twelve months and beyond.

There have been no significant changes to the material cash requirements previously reported.

CONTRACTUAL OBLIGATIONS & OFF-BALANCE SHEET ARRANGEMENTS

As of February 28, 2026, we did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on our current or future financial condition, results of operations, liquidity, capital expenditures or capital resources. Refer to Note 12 — Commitments and Contingencies in the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements for additional information related to our bank guarantees and letters of credit.

Table of Contents

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to Note 1 — Summary of Significant Accounting Policies within the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements for recently adopted and issued accounting standards.

CRITICAL ACCOUNTING ESTIMATES

The preparation of our Unaudited Condensed Consolidated Financial Statements in accordance with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities.

We believe the assumptions and judgments involved in the accounting estimates described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section within the Annual Report have the greatest potential impact on our Unaudited Condensed Consolidated Financial Statements, so we consider these to be our critical accounting estimates. Because of the uncertainty inherent in these matters, actual results could differ from these estimates. Within the context of these critical accounting estimates, we are not currently aware of any reasonably likely events or circumstances that would result in materially different amounts being reported.

Table of Contents

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes from the information previously reported under Part II, Item 7A within our Annual Report on Form 10-K for the fiscal year ended May 31, 2025.

ITEM 4. CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in our Securities Exchange Act of 1934, as amended (the "Exchange Act") reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

We carry out a variety of ongoing procedures, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, to evaluate the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of February 28, 2026.

During the third quarter of fiscal 2026, we implemented a new Enterprise Resource Planning Platform primarily in our Europe, Middle East & Africa geography. As a result, there were changes to certain processes which resulted in changes to our internal control over financial reporting. For a discussion of risks related to the implementation of new systems, see Part 1, Item 1A, Risk Factors, in the Company’s most recent Annual Report on Form 10-K.

There have not been any other changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND ANALYST REPORTS

Certain written and oral statements, other than purely historic information, including estimates, projections, statements relating to NIKE's business plans, objectives and expected operating or financial results and the assumptions upon which those statements are based, made or incorporated by reference from time to time by NIKE or its representatives in this report, other reports, filings with the SEC, press releases, conferences or otherwise, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain the words "believe," "anticipate," "expect," "estimate," "project," "will be," "will continue," "will likely result" or words or phrases of similar meaning. Forward-looking statements involve risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. The risks and uncertainties are detailed from time to time in reports filed by NIKE with the SEC, including reports filed on Forms 8-K, 10-Q and 10-K, and include, among others, the following: risks relating to our business strategy and growth initiatives, including, but not limited to, risks related to an increased focus on sport and rebalancing of our channel mix; intense competition among designers, marketers, distributors and sellers of athletic or leisure footwear, apparel and equipment for consumers and endorsers; NIKE's ability to successfully innovate and compete in various categories and geographies; new product development and innovation; demographic changes; changes in consumer preferences and channel mix; popularity of particular designs, categories of products and sports; seasonal and geographic demand for NIKE products; difficulties in anticipating or forecasting, and responding to changes in consumer preferences, consumer demand for NIKE products, changes in channel mix and the various market factors described above; the size and growth of the overall athletic or leisure footwear, apparel and equipment markets; general risks associated with operating a global business, including, without limitation, exchange rate fluctuations, inflation, import duties, quotas, sanctions, political and economic instability, conflicts and terrorism; the potential impact of new and existing laws, regulations or policies, including, without limitation, those relating to tariffs, import/export, trade, taxes, wages, labor and immigration; international, national and local political, civil, economic and market conditions, including volatility and uncertainty regarding inflation and interest rates; difficulties in implementing, operating and maintaining NIKE's increasingly complex information technology systems and controls, including, without limitation, the systems related to demand and supply planning and inventory control; interruptions in data and information technology systems; consumer data security; risks related to our sustainability strategy; fluctuations and difficulty in forecasting operating results, including, without limitation, the fact that advance orders may not be indicative of future revenues due to changes in shipment timing, the changing mix of orders with shorter lead times, and discounts, order cancellations and returns; the ability of NIKE to sustain, manage or forecast its growth and inventories; the size, timing and mix of purchases of NIKE's products and other factors referenced herein; increases in the cost of materials, labor and energy used to manufacture products; the ability to secure and protect trademarks, patents and other intellectual property; product performance and quality; customer service; adverse publicity and an inability to maintain NIKE's reputation and brand image, including without limitation, through social media or in connection with brand damaging events; the loss of significant customers or suppliers; dependence on distributors and licensees; business disruptions; increased costs of freight and transportation to meet delivery deadlines; increases in borrowing costs due to any decline in NIKE's debt ratings; changes in business strategy or development plans; the impact of, including business and legal developments relating to, climate change, extreme weather conditions and natural disasters; litigation, regulatory proceedings, sanctions or any other claims asserted against NIKE; the ability to attract and retain qualified employees, and any negative public perception with respect to key personnel or our corporate culture, values or purpose; the effects of NIKE's decision to invest in or divest of businesses or capabilities; health epidemics, pandemics and similar outbreaks; and other factors referenced or incorporated by reference in this report and other reports.

Investors should also be aware that while NIKE does, from time to time, communicate with securities analysts, it is against NIKE's policy to disclose to them any material non-public information or other confidential commercial information. Accordingly, shareholders should not assume that NIKE agrees with any statement or report issued by any analyst irrespective of the content of the statement or report. Furthermore, NIKE has a policy against confirming financial forecasts or projections issued by others. Thus, to the extent that reports issued by securities analysts contain any projections, forecasts or opinions, such reports are not the responsibility of NIKE.

Table of Contents

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Refer to Note 12 — Commitments and Contingencies within the accompanying Notes to the Unaudited Condensed Consolidated Financial Statements, which is incorporated by reference herein.

ITEM 1A. RISK FACTORS

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended May 31, 2025.

Table of Contents

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

In June 2022, the Board of Directors approved a four-year, $18 billion share repurchase program. As of February 28, 2026, the Company had repurchased 124.4 million shares at an average price of $97.57 per share for a total approximate cost of $12.1 billion under the program. No shares were repurchased during the quarter ended February 28, 2026. We paused repurchases under this program during the first quarter of fiscal 2026.

All share repurchases were made under NIKE's publicly announced program, and there are no other programs under which the Company repurchases shares.

Table of Contents

ITEM 5. OTHER INFORMATION

Rule 10b5-1 Trading Plans

During the fiscal quarter ended February 28, 2026, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K), except as follows:

On December 12, 2025, Venkatesh Alagirisamy, Executive Vice President, Chief Operating Officer, adopted a Rule 10b5-1 trading arrangement for the sale of up to 53,331 shares of our Class B Common Stock, subject to certain conditions. The arrangement's expiration date is April 30, 2027.

On December 24, 2025, Mark Parker, Executive Chairman, adopted a Rule 10b5-1 trading arrangement for the sale of up to 165,000 shares of our Class B Common Stock and also provides for gifts of up to 44,731 shares of our Class B Common Stock, subject to certain conditions. The arrangement's expiration date is November 13, 2026.

Table of Contents

ITEM 6. EXHIBITS



			Exhibits:
3.1			Restated Articles of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2015).
3.2			Sixth Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed September 20, 2024).
4.1			Restated Articles of Incorporation, as amended (see Exhibit 3.1).
4.2			Sixth Amended and Restated Bylaws (see Exhibit 3.2).
10.1			364-Day Credit Agreement dated as of March 6, 2026, among NIKE, Inc., Bank of America, N.A., as Administrative Agent, and the other Banks named therein (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on March 9, 2026).
31.1			Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2			Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32.1†			Section 1350 Certification of Chief Executive Officer.
32.2†			Section 1350 Certification of Chief Financial Officer.
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH			Inline XBRL Taxonomy Extension Schema
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF			Inline XBRL Taxonomy Extension Definition Document
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase
104			Cover Page Interactive Data File - formatted in Inline XBRL and included in Exhibit 101

† Furnished herewith

Table of Contents

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, thereunto duly authorized.


NIKE, INC. an Oregon Corporation
By:						/s/ Matthew Friend Matthew Friend Chief Financial Officer and Authorized Officer
Date:						April 1, 2026