Nike, Inc. AGM 2026

Good morning, everyone, and welcome to Nike's 46th Annual Meeting of Shareholders. I'm Mark Parker, Executive Chairman of Nike, and I will chair today's meeting. I now call this meeting to order. To begin, I'll first ask our corporate secretary, Mimi Hunter, to explain the mechanics of today's meeting. I'll then introduce certain key participants who are attending this meeting virtually, including our board of directors. Once introductions are complete, we will move to the proposals to be voted on. There are six proposals to be voted on at this annual meeting, each of which is described in the company's proxy statement. The election of directors, an advisory vote to approve executive compensation, ratification of the appointment of PricewaterhouseCoopers as Nike's independent auditors for the current fiscal year, the approval of the Nike, Inc.

Employee Stock Purchase Plan as amended and restated, a shareholder proposal regarding a report on discrimination in charitable support, and finally, a shareholder proposal regarding environmental targets. After voting has ended on these matters, Elliott Hill, our President and CEO and a member of our board of directors, will review our performance during fiscal year 2026. We'll then have a Q&A period before we address voting results. Mimi, will you review the mechanics for this meeting?

Yes. Thank you, Mark. First, if you have not already voted your shares or if you previously voted your shares and would like to change your vote, you may do so by clicking on the Vote Here button at the bottom of the webcast screen. Voting will remain open until we conclude our presentation of the six matters to be voted on at this meeting. Second, during the Q&A period, we will answer as many questions as possible. As noted in the company's proxy statement, shareholders were permitted to submit questions to management prior to the annual meeting, and we have already received a number of questions. You may also submit a question during the meeting by typing your question in the box at the bottom left of the webcast screen.

In order to answer as many shareholder questions as possible, if we receive multiple questions on the same or similar topic, we will consolidate those questions and answer them together. Finally, we note that a recording of this virtual meeting will be available on our website approximately 24 hours after the meeting ends. We therefore ask that you please refrain from recording this meeting.

Thank you, Mimi. I would like to introduce our current board of directors, consisting of the 11 individuals you see pictured on your screen. During the course of this meeting, you will hear from Elliott Hill and myself, as well as our newly appointed Chief Financial Officer, David Denton. Representing our external auditor, we have Stefanie Kane from PricewaterhouseCoopers in attendance with us today. PwC has been Nike's independent accounting firm for many years. Tony Carideo is in attendance today as a representative of Broadridge Financial Solutions and has been appointed the Inspector of Elections for this meeting. All right. Let's move on to the proposals.

I've been advised by the corporate secretary that the notices of this meeting were duly and properly given, being mailed in accordance with the bylaws on July 22nd, 2026, and that a quorum of both Class A and Class B common stock is present today. Since a quorum is present, I declare this annual meeting of the shareholders of Nike, Inc. duly convened. We will dispense with the reading of the minutes of the last annual meeting and proceed to the matters to be voted on. Mimi, I'd like to ask you to present the proposals and the board of directors' recommendations to the shareholders at this time.

Of directors. The board's nominees for election by the Class A shares are Tim Cook, Maria Henry, Peter Henry, Elliott Hill, Travis Knight, Jørgen Vig Knudstorp, Mark Parker, Michelle Peluso. The board's nominees for election by the Class B shares are Thasunda Duckett, Mónica Gil, Robert Swan. The board recommends a vote for each of these nominees.

Thank you, Mimi. I would also like to take this opportunity to thank John Rogers as he retires from the board, for his dedicated service over the past eight years, and we are delighted he will remain as an advisor to the company. In accordance with the company's bylaws and corporate governance guidelines, the board has reviewed and considered all other nominations received by the company. Therefore, I declare the nominations closed.

The second matter to be voted on is an advisory vote on executive compensation. The board recommends a vote for approval of the advisory vote on executive compensation. The third matter to be voted on is shareholder ratification of the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for fiscal 2027. The board recommends a vote for ratification of the appointment of PricewaterhouseCoopers. The fourth matter to be voted on is approval of the Nike, Inc. Employee Stock Purchase Plan, as amended and restated, to increase the number of authorized shares. The board recommends a vote for approval of the Nike, Inc. Employee Stock Purchase Program, as amended and restated. The fifth matter to be voted on is a shareholder proposal regarding a report on discrimination in charitable support. The board recommends a vote against this proposal for the reasons set out in the company's proxy statement.

We will now play a prerecorded statement from Tim Schwarzenberger to present the proposal. Operator, please play the statement from Mr. Schwarzenberger at this time.

My name is Tim Schwarzenberger with Inspire Investing. We filed this proposal seeking transparency on Nike's partnerships and practices related to gender ideology and transgender medical interventions for minors. I would now like to yield my time to Sophia Lore.

My name is Sophia Lore. I work for the California Family Council. Since 1972, girls' participation in high school sports has grown from fewer than 300,000 to nearly 3.5 million. As a company, Nike historically embraced the growth of women's athletics. From its successful Play Like a Girl campaign to its current Get Her in the Game initiative, Nike has positioned itself as a champion for women and girls on the field of play. Unfortunately, Nike's verified 100 on the 2026 Human Rights Campaign's Corporate Equality Index casts serious doubts on the company's stated commitment to women and girls. The Human Rights Campaign openly lobbies for the eradication of any meaningful distinction between male and female in culture, medicine, and the law.

Nike's perfect score on the HRC's index means the company likely pays for permanent and harmful cross-sex hormones, irreversible puberty blockers, and surgical procedures for dependent children under its healthcare plan. Major corporations like Walmart and Charles Schwab have created carve-outs to extreme policies like these that cause untold damage to children, an increasing number of whom deeply regret the pain they were put on by their own parents and medical professionals who should have known better. In the past year, the HRC experienced a 65% drop in participation among Fortune 500 companies. Nike should join them. I am here today as a female athlete. Like many young women, I have been inspired by Nike's advertisements and brand promises to perform at my very best, starting on the soccer field and extending into my day-to-day life as an adult.