Form 8-K NIKE INC For: Apr 23
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): | April 18, 2019 | |
 NIKE, Inc. | ||
(Exact name of registrant as specified in charter) | ||
OREGON | 1-10635 | 93-0584541 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
ONE BOWERMAN DRIVE BEAVERTON, OR | 97005-6453 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: | (503) 671-6453 | |
NO CHANGE | ||
(Former name or former address, if changed since last report.) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
r | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
r | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
r | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
r | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On April 18, 2019, Dr. John C. Lechleiter notified NIKE, Inc. (the “Company”) of his decision to not stand for re-election as a director at the Company’s 2019 Annual Meeting of Shareholders (the “Annual Meeting”) due to time constraints from other professional commitments. His term of office will expire at the Annual Meeting. Dr. Lechleiter’s decision to not stand for re-election is not because of a disagreement with the Company or the Board of Directors on any matter relating to the Company’s operations, policies or practices. A copy of the press release the Company issued regarding Dr. Lechleiter’s decision is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
The following exhibit is furnished with this Form 8-K:
Exhibit No. | Exhibit | |
99.1 | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NIKE, Inc. (Registrant) | |||
Date: | April 23, 2019 | By: | /s/ Hilary K. Krane |
Hilary K. Krane | |||
EVP, Chief Administrative Officer & General Counsel | |||
Investor Contact: | Media Contact: | |
Nitesh Sharan | Mark Rhodes | |
(503) 532-2828 | (503) 532-8877 | |
NIKE, Inc. Announces Dr. John C. Lechleiter’s Retirement from the NIKE Board of Directors
BEAVERTON, Ore., Apr. 23, 2019 --- NIKE, Inc. (NYSE: NKE) today announced that Dr. John C. Lechleiter, a director of the Company since 2009 and former Chairman, President and Chief Executive Officer of Eli Lilly and Company, has decided to retire and will not stand for re-election to the Board of Directors of NIKE, Inc. (the “Company”) at the September 2019 Annual Meeting of Shareholders (the “Annual Meeting”). Dr. Lechleiter’s decision to retire was due to scheduling conflicts with other boards on which he presently serves.
Dr. Lechleiter will continue to serve as a NIKE, Inc. director until the 2019 Annual Meeting. He will be succeeded by Michelle Peluso, a director since 2014, as Chairperson of the Corporate Responsibility, Sustainability & Governance Committee of the Board.
“We’d like to thank John for his contributions as a valued and trusted advisor and steward since 2009. His insights as a business leader have been invaluable and we wish him well,” said Mark Parker, Chairman, President and CEO of NIKE, Inc. “We are also incredibly pleased that Michelle will succeed John as Chairperson of the Corporate Responsibility, Sustainability & Governance Committee. Her passion, commitment and leadership in the key strategic areas overseen by the Committee will help us build upon Nike’s leadership position.”
About NIKE, Inc.
NIKE, Inc., based near Beaverton, Ore., is the world's leading designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Wholly-owned NIKE, Inc. subsidiary brands include Converse, which designs, markets and distributes athletic lifestyle footwear, apparel and accessories; and Hurley, which designs, markets and distributes surf and youth lifestyle footwear, apparel and accessories. For more information, Nike’s earnings releases and other financial information are available at http://investors.nike.com. Individuals can also visit http://news.nike.com/ and follow @Nike.