AddedRisk Factors
or poor performance of individual or multiple stores could result in significant lease termination costs, write-offs of equipment and leasehold improvements and employee-related costs.
NKENike, Inc.
NIKE, Inc. was incorporated in 1967 under the laws of the State of Oregon. 10-K, Item 1
- Employees
- 73,000
- Headquarters
- Beaverton, OR
- CEO
- Elliott Hill
- Next results
- around Dec 17, 2026
10-K 0000320187-26-000088 (2026-07-15) vs 10-K 0000320187-25-000047 (2025-07-17)
| Section | Compared text | Words now | Changed |
|---|---|---|---|
| Risk Factors | Item 1A | 14,281 | 13.8% |
| MD&A | Item 7 | 8,572 | 21.2% |
| Legal Proceedings | Item 3, via Note 16 – COMMITMENTS AND CONTINGENCIES | 439 | 1.1% |
| Accounting Policies | Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 4,144 | 6.5% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 248 words changed in this paragraph; it is 47% similar to last year's version.
Corporate responsibility and sustainability-related topics, including climate change and diversity, as well as companies’ actions and initiatives on such issues, have received continue to receive significant attention from a wide range of stakeholders. Our ability to meet the stakeholders, who may have varied, evolving and sometimes conflicting expectations regarding our policies, practices, disclosures, goals and requirements of key stakeholders, particularly in light of rapid changes in regulations, interpretations of existing regulations or consumer preferences, could affect our business, operating results targets. In addition, federal, state, local and financial condition, as well as our policies and procedures relating to corporate responsibility and sustainability-related matters. For example, federal, state or local foreign governmental authorities in various countries are implementing, have proposed adopted or proposed, and are likely to continue to adopt or propose, legislative and regulatory initiatives regarding corporate responsibility and sustainability-related matters, ranging from the disclosure of corporate greenhouse gas emissions to limitations on corporate diversity programs, among others. Compliance others, and these requirements may differ or conflict across jurisdictions, increasing the complexity and cost of compliance. Responding to such expectations and complying with such laws, regulations or policies, or any failure or perceived failure to satisfy them, including any as a result of good-faith interpretations that may be adopted differ from those taken by authorities in the future, relevant jurisdictions, could increase the costs of operating our businesses, including by requiring us to conduct additional due diligence or make additional investments in facilities and equipment, reduce the demand for our products and impact the prices we charge our customers, or result in legal, reputational and operational risks, any or all of which could adversely affect our results of operations. in addition, various countries operations and regions have adopted or proposed laws, regulations and policies that diverge from, or potentially conflict with, those in other jurisdictions, which could increase the complexity of, and potential cost related to complying with, such regulations. Failure to comply with any legislation, regulation or policy, including as a result of making good faith interpretations that may differ from those taken by authorities in relevant jurisdictions, could potentially result in legal, reputational and operational risks. financial condition.
Source: Item 1A, 10-K 0000320187-26-000088 vs Item 1A, 10-K 0000320187-25-000047
MD&A 126 words changed in this paragraph; it is 43% similar to last year's version.
In connection with various contracts and agreements, we routinely provide indemnification relating to the enforceability of intellectual property rights, coverage for legal issues that arise and other items where we are acting as the guarantor. As of May 31, 2025, 2026, we did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on our current and future financial condition, results of operations, liquidity, capital expenditures or capital resources. In connection with various contracts Refer to Note 16 — Commitments and agreements, we routinely provide indemnification relating Contingencies in the accompanying Notes to the enforceability of intellectual property rights, coverage Consolidated Financial Statements for legal issues that arise and other items where we are acting as the guarantor. Currently, we have several such agreements in place. Based on our historical experience and the estimated probability of future loss, we have determined that the fair value of such indemnification is not material additional information related to our financial position or results bank guarantees and letters of operations. credit.
Source: Item 7, 10-K 0000320187-26-000088 vs Item 7, 10-K 0000320187-25-000047
Accounting Policies 62 words changed in this paragraph; it is 63% similar to last year's version.
In December 2023, the FASB Financial Accounting Standards Board (the "FASB") issued ASU 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 Company adopted this ASU in fiscal 2026 and the related disclosures are included in Note 7 — Income Taxes. The amendments are were effective for the Company's annual periods beginning June 1, 2025, with early adoption permitted, 2025 and should be have been applied either prospectively or retrospectively. The Company is currently evaluating the ASU to determine its impact on the Company's disclosures. prospectively.
Source: Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000320187-26-000088 vs Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000320187-25-000047
Legal Proceedings 9 words changed in this paragraph; it is 89% similar to last year's version.
As of May 31, 2025 2026 and 2024, 2025, the Company had outstanding bank guarantees and letters of credit outstanding totaling $884 million of approximately $1.3 billion and $768 million, $0.9 billion, respectively, issued primarily for real estate agreements, self-insurance programs, other general business obligations and legal matters.
Source: Item 3, via Note 16 – COMMITMENTS AND CONTINGENCIES, 10-K 0000320187-26-000088 vs Item 3, via Note 16 – COMMITMENTS AND CONTINGENCIES, 10-K 0000320187-25-000047
Every change, by type
Sentences and paragraphs of NKE's Risk Factors and MD&A, 10-K 2026-07-15 against 10-K 2025-07-17. Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
Moreover, as we develop, deploy and integrate AI, including internally developed and third-party AI tools, into our operations, digital platforms and business processes, we may face increased cybersecurity, privacy, data governance, operational and compliance risks, including risks related to unauthorized use or misuse of AI tools, data loss or unauthorized access to or disclosure of personal, confidential or proprietary information, inaccurate, biased or unintended outputs, including in certain employment-related uses, system vulnerabilities and rapidly evolving laws, regulations and standards relating to AI, privacy, cybersecurity and data use. In addition, threat actors may use AI to increase the speed, scale and sophistication of cyberattacks, including phishing, impersonation, credential theft, exploitation of known or previously unknown software vulnerabilities and other automated, targeted or coordinated attacks against our systems or those of our vendors and other third parties.
AddedRisk Factors
them substantially reduces their purchases of our products, we may be unable to find sufficient retail outlets for our products to sustain the same level of sales and revenues.
AddedRisk Factors
Because contract manufacturers make a majority of our products outside of our principal sales markets, our products must be transported by third parties over large distances. Delays in the shipment or delivery of our products due to the availability of
AddedRisk Factors
if actual circumstances differ from those in our assumptions, which could cause our operating results to fall below the expectations of securities analysts and investors, resulting in a decline in the price of our Class B Common Stock.
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RewordedRisk Factors
RewordedRisk Factors
RewordedRisk Factors
These events have led to and could again lead to adverse impacts to our global supply chain, factory cancellation costs, store closures, and a decline in retail traffic and discretionary spending by consumers and, in turn, materially impact our business, sales, financial condition and results of operations as well as cause a volatile effective tax rate driven by changes in the mix of earnings across our jurisdictions.
RewordedRisk Factors
In addition, increasing market share concentration among a few retailers in a particular country or region increases the risk that if any one of them substantially reduces their purchases of our products, we may be unable to find sufficient retail outlets for our products to sustain the same level of sales and revenues.
RewordedRisk Factors
However, as competition in our industry has increased, the costs associated with establishing and retaining such sponsorships and other relationships have increased, and competition to attract and retain high-quality endorsers has increased. intensified, including due to the growing influence of athletes' personal brands, the proliferation of athlete-led commercial ventures and a broader pool of competing brands seeking endorsement relationships.
RewordedRisk Factors
To date, these attacks have not had a material impact on our operations, but though such attacks may in the future result in litigation, regulatory inquiries, investigations, remediation costs and reputational harm, and we cannot provide assurance assure that they will not have an a material impact in the future.
RewordedRisk Factors
A failure to accurately predict the level of demand for our products products, including as a result of regional demand variability, retailer inventory and shelf-space decisions, or promotional and marketing actions taken to balance customer demand, could adversely affect our net revenues and net income, and we are unlikely to forecast such effects with any certainty in advance.
RewordedRisk Factors
Corporate responsibility and sustainability-related topics, including climate change and diversity, as well as companies’ actions and initiatives on such issues, have received continue to receive significant attention from a wide range of stakeholders. stakeholders, who may have varied, evolving and sometimes conflicting expectations regarding our policies, practices, disclosures, goals and targets.
RewordedRisk Factors
Due to the high fixed-cost structure associated with our NIKE Direct retail stores, a decline in sales, a shift in consumer behavior away from brick-and-mortar retail, or the closure, temporary or otherwise, or poor performance of individual or multiple stores could result in significant lease termination costs, write-offs of equipment and leasehold improvements and employee-related costs.
RewordedRisk Factors
Although we have announced corporate responsibility and sustainability-related goals and targets, there can be no assurance that we will be able to execute our strategies or achieve our goals within the currently projected costs and expected timeframes, or that our stakeholders will agree with our goals, targets or strategies, or be satisfied with our efforts to implement them.
RewordedRisk Factors
If our licensees fail to successfully market and sell licensed products, or fail to obtain sufficient capital or effectively manage their business operations, customer relationships, labor relationships, supplier relationships or credit risks, it could adversely affect our revenues, both directly from reduced royalties received and indirectly from reduced sales of our other products.
RewordedRisk Factors
Moreover, the extent of and the steps needed to investigate a particular cyber incident and the steps that we may need to take to investigate the incident may not be immediately clear, and it may take a significant amount of time before such investigation can be finalized and completed and reliable information about the incident is known.
Quiet changesRisk Factors
Quiet changesRisk Factors
Information Technology Systems are critical to many of our operating activities and our business processes and may be negatively impacted by any service interruption or shutdown.
Quiet changesRisk Factors
Any negative change to our credit rating will may increase borrowing costs for our existing facilities and may increase our borrowing costs for future long-term debt or short-term credit facilities.
AddedMD&A
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 varied 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.
AddedMD&A
Additionally, 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 and Converse to continue throughout fiscal 2027.
AddedMD&A
We have also taken steps to operate more efficiently and profitably, primarily through realigning costs across our supply chain and technology to serve an integrated marketplace. In fiscal 2026, we recognized charges of $385 million associated with employee severance costs. We continue to evaluate opportunities across the Company and may take additional actions which could lead to additional charges in future quarters. For additional information, refer to Note 18 — Severance, Restructuring and Other Employee Costs within the accompanying Notes to the Consolidated Financial Statements.
AddedMD&A
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. During the fourth quarter of fiscal 2026, we deemed the recovery of IEEPA tariffs paid to be probable. Accordingly, we recognized a benefit of $986 million in Cost of sales within the Consolidated Statements of Income for the recovery of IEEPA tariffs paid, for which $965 million and $21 million of the benefit was classified within North America and Converse, respectively, largely offsetting the impact of the IEEPA tariffs recognized during fiscal 2026. As of May 31, 2026, we received $302 million and recorded $684 million of outstanding IEEPA tariff receivables reflected within Accounts receivable, net on the Consolidated Balance Sheets. Subsequent to May 31, 2026, we received substantially all of the remaining IEEPA tariff receivable. We will continue to monitor developments pertaining to the import and export policies of the U.S. and other countries, as well as those pertaining to tariff refunds and litigation, that could impact our financial position, results of operations and cash flows.
AddedMD&A
(3)Included in NIKE Brand revenues are sales of Jordan Brand products of $7,034 million, $7,270 million and $8,701 million in fiscal 2026, 2025 and 2024, respectively, decreasing 3% and 16% on a reported basis and decreasing 5% and 16% on a currency-neutral basis, for fiscal 2026 and 2025, respectively.
AddedMD&A
The Company uses EBIT as the primary financial measure to evaluate performance of its segments. The breakdown of EBIT is as follows:
AddedMD&A
Reported EBIT increased 14% reflecting higher reported revenues and the following:
AddedMD&A
Reported EBIT decreased 6% reflecting higher reported revenues and the following:
AddedMD&A
Reported EBIT decreased 20% reflecting lower reported revenues and the following:
AddedMD&A
Reported EBIT decreased 93% reflecting lower reported revenues and the following:
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RewordedMD&A
RewordedMD&A
RewordedMD&A
This was driven by a decrease Net income of $2,228 million in Net income, $3,108 million, adjusted for non-cash items, items of $1,438 million, and changes a net change in certain working capital components and other assets and liabilities, which liabilities that decreased $1,503 cash provided by operations by $1,678 million.
RewordedMD&A
This was driven by a decrease Net income of $2,228 million in Net income, $3,219 million, adjusted for non-cash items, items of $1,266 million, and changes a net change in certain working capital components and other assets and liabilities, which liabilities that decreased $1,503 cash provided by operations by $787 million.
RewordedMD&A
Income tax expense 792 666 1,000 Earnings before interest and taxes EBIT 3,850 3,778 6,539 Income tax adjustment(1) (782) (645) (976) Earnings before interest and after taxes $ 3,068 $ 3,133 $ 5,563 AVERAGE FOR THE TRAILING FIVE QUARTERS ENDED (Dollars in millions) MAY 31, 2026 MAY 31, 2025 MAY 31, 2024 Denominator Total debt(2) $ 11,113 $ 11,814 $ 12,110 Add:
RewordedMD&A
On a currency-neutral basis, NIKE Direct revenues decreased 12% were down 8% due to declines in NIKE Brand Digital sales of 20% from $12.1 billion 12% and declines in fiscal 2024 to $9.6 billion in fiscal 2025, while NIKE store sales were flat. of 4%.
RewordedMD&A
RewordedMD&A
RewordedMD&A
RewordedMD&A
RewordedMD&A
RewordedMD&A
Quiet changesMD&A
Conversely, if our long-term debt ratings were to improve, the facility fees and interest rates would may decrease.
Work on NKE in a spreadsheet:
Excel workbook (a sheet per section, ten years by column, charts, links to the filings) ·
CSV.
For a Google Sheet that stays up to date, paste =IMPORTDATA("https://tickdelta.com/company/NKE/export.csv") into a cell.