Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 17, 2020, the Compensation Committee (the "Committee") of the Board of
Directors (the "Board") of NIKE, Inc. (the "Company") approved amendments to the
NIKE, Inc. Executive Performance Sharing Plan (the "PSP") and the NIKE, Inc.
Amended and Restated Long-Term Incentive Plan (the "LTIP") to reflect (a)
changes related to the elimination of the exception from the deduction limit
contained in Section 162(m) of the Internal Revenue Code of 1986, as amended,
previously available for performance-based compensation and (b) other
ministerial changes to facilitate and clarify the administration of each of the
PSP and LTIP, respectively. In addition, the Committee adopted new forms of
award agreement with respect to grants of stock options and restricted stock
units under the NIKE, Inc. Stock Incentive Plan. The foregoing description of
the amendments to the PSP and LTIP and the new forms of award agreement does not
purport to be complete and is qualified in its entirety by reference to the PSP
(as amended), LTIP (as amended), Form of Non-Statutory Stock Option Agreement
and Form of Restricted Stock Unit Agreement that are attached hereto as Exhibit
10.1, Exhibit 10.2, Exhibit 10.3, and Exhibit 10.4, respectively, and
incorporated by reference herein.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On June 17, 2020, the Board amended the Company's Fifth Restated Bylaws (the
"Bylaws"), effective immediately, to allow a meeting of the Company's
shareholders to be held by means of remote communication and not at any physical
location, as may be determined by the Board. The foregoing description of the
amendment to the Bylaws does not purport to be complete and is qualified in its
entirety by reference to the Bylaws (as amended) that are attached hereto as
Exhibit 3.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

  Exhibit No.                                  Exhibit
      3.1                   NIKE, Inc. Fifth Restated Bylaws, as amended
     10.1                   NIKE, Inc. Executive Performance Sharing Plan
     10.2             NIKE, Inc. Amended and Restated Long-Term Incentive Plan
                        Form of Non-Statutory Stock Option Agreement under the
     10.3                         NIKE, Inc. Stock Incentive Plan
                        Form of Restricted Stock Unit Agreement under the NIKE,
     10.4                            Inc. Stock Incentive Plan
                    Cover Page Interactive Date File (embedded within the Inline
      104                                  XBRL document)

© Edgar Online, source Glimpses