UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): July 16, 2007.
NIKE, INC.
(Exact Name of Registrant as Specified in Charter)
Oregon 1-10635 93-0584541
____________ ____________ ____________
(State of (Commission (I.R.S.Employer
Incorporation) File Number) Identification No.)
One Bowerman Drive
Beaverton, Oregon 97005-6453
(Address of Principal Executive Offices)
__________________________
(503) 671-6453
(Registrant's telephone number, including area code)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
___________________________
Item 1.01 Entry into a Material Definitive Agreement.
On July 5, 2007 the Company entered into an Employment Agreement with Mr.
David J. Ayre, under which Mr. Ayre was to become Vice President of Global
Human Resources on July 16, 2007.
The following descriptions of Mr. Ayre's Employment Agreement (the
"Agreement") briefly summarize the material terms and conditions and are
qualified in their entirety by reference to the full text of the Agreement,
which is filed as Exhibit 10.1 to the current report on Form 8-K.
Under the terms of Mr. Ayre's Employment Agreement, Mr. Ayre's will receive
an annual base salary of $625,000. In addition Mr. Ayre will receive a one
time sign-on bonus of $750,000. Mr. Ayre's incentive bonus target under
the Company's annual Performance Sharing Plan will be 70% of his annual
salary, the payout for which can be higher or lower depending on the
Company's financial performance in relation to performance targets set
annually by the Compensation Committee of the Board of Directors. Mr.
Ayre will also receive, subject to approval by the Compensation Committee
of the Board of Directors (i) a stock option to purchase 83,000 shares of
the Class B Common Stock, which will vest with respect to 25% of the shares
on the first four anniversaries of the date of grant, (ii) an initial sign-
on restricted stock bonus granted as of July 20, 2007 with a value of
$1,000,000 based on the closing market price on the prior day, which will
vest with respect to one-third of the shares on the first three
anniversaries of the date of grant or will vest in full if the Company
terminates Mr. Ayre without cause prior to the full vesting, (iii) an
additional restricted stock bonus granted as of July 20, 2007 with a value
of $500,000 based on the closing market price on the date of grant, which
will vest with respect to one-half of the shares on the first two
anniversaries of the date of grant. Mr. Ayre will receive an annual award
under the Company's Long Term Incentive Plan ("LTIP") with a target payout
of $300,000, the payout for which can be higher or lower depending on the
Company's financial performance in relation to the three-year performance
targets set annually by the Compensation Committee of the Board of
Directors. The Company will also pay Mr. Ayre a cash bonus as if he had
been a participant in the LTIP for the three-year performance periods of
fiscal 2006-2008 and fiscal 2007-2009, with target payouts of $100,000 and
$200,000, respectively. The Company will annually contribute $100,000 to
the NIKE, Inc. Deferred Compensation Plan for the account of Mr. Ayre in
addition to other individual and Company contributions. The additional
contribution amounts will vest 20% per year, and be fully vested after five
years of employment.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 Employment Agreement, dated July 5, 2007, between NIKE, Inc.
and David J. Ayre
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: July 19, 2007
/s/ Donald W. Blair
__________________________
By: Donald W. Blair
Chief Financial Officer