Sec Form 4 Filing - Knight Travis A @ NIKE INC - 2018-07-16

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Knight Travis A 2. Issuer Name and Ticker or Trading Symbol NIKE INC [ NKE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE BOWERMAN DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 07/16/2018 (Street) BEAVERTON, OR97005 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class B Common Stock 18,223 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class A Common Convertible ( 1 ) 07/16/2018 J( 2 )( 3 )( 4 ) 10,000,000 ( 1 ) ( 1 ) Class B Common Stock 10,000,000 $ 0 ( 2 ) 283,856,369 I by Trust ( 2 ) ( 3 ) ( 4 ) ( 5 ) Class A Common Convertible ( 1 ) 07/16/2018 J( 2 )( 3 )( 4 ) 1,000,000 ( 1 ) ( 1 ) Class B Common Stock 1,000,000 $ 0 284,856,369 I by Trust ( 2 ) ( 3 ) ( 4 ) ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Knight Travis A ONE BOWERMAN DRIVE BEAVERTON, OR97005 X Signatures By: Ann M. Miller For: Travis A. Knight 07/18/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Class A Common Stock is convertible at any time on a one-for-one basis into Class B Common Stock with no expiration date. ( 2 )On July 16, 2018, Swoosh, LLC, a Delaware limited liability company ("Swoosh"), made a private pro rata distribution of shares of the Issuer's Class A Common Stock. A wholly-owned subsidiary ("Subsidiary") of the Travis A. Knight 2009 Irrevocable Trust II (the "Trust") received 1,000,000 of the 10,000,000 shares so distributed, which 1,000,000 shares were simultaneously distributed to the Trust in a transaction representing only a change in the form of beneficial ownership of such shares. As described in footnote 5, the reporting person, through the Trust, acquired an interest in such shares. ( 3 )Pursuant to the Amended and Restated Limited Liability Company Agreement of Swoosh (the "Swoosh Agreement"), Swoosh is managed by a board of directors consisting of five board seats (the "Swoosh Board"). Two of the five seats on the Swoosh Board are classified as Class X Board Seats and are filled by vote of the Class X Units. The other three Swoosh board seats are held by directors who are self-electing (the "Independent Directors"). The reporting person currently holds both of the Class X Board seats. At least two Independent Directors and a director holding a Class X Board Seat constitute a quorum at a meeting of the Swoosh Board, and board action requires the approval of a majority of votes cast at a meeting at which a quorum is present. ( 4 )The foregoing description of the Swoosh Agreement and the Swoosh Board is qualified in its entirety by reference to the Schedule 13D filed by Swoosh on June 30, 2015, as amended on December 31, 2015 and June 30, 2016. The reporting person disclaims beneficial ownership of all securities held by Swoosh, and this report shall not be deemed an admission that the reporting person is, or has been, the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 5 )The number in column 9 represents 19,713,989 shares, in the case of row 1 of Table II, and 20,713,989 shares, in the case of row 2 of Table II, held directly by the Trust, 19,142,380 shares held directly by a Delaware limited liability company of which Subsidiary is the sole manager, and 245,000,000 shares held directly by Swoosh (all the Class X Units of which are held by Subsidiary). The reporting person disclaims beneficial ownership of all such shares held directly and indirectly by the Trust in excess of his pecuniary interest therein and disclaims beneficial ownership of all securities held by Swoosh.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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