8-KLeadership ChangesRegulation FDExhibits & Filings

NIKE, Inc. 8-K Report, Executive Changes (Dec 2, 2025)

Filed December 2, 2025For Securities:NKE

Summary

NIKE, Inc. has announced significant leadership and organizational changes through a Form 8-K filing on December 1, 2025. The most notable change is the appointment of Venkatesh Alagirisamy, previously Chief Supply Chain Officer, to the role of Executive Vice President, Chief Operating Officer, effective December 8, 2025. This promotion comes with a substantial increase in his compensation, including a higher base salary, bonus target, and long-term incentive awards, reflecting the increased responsibilities. Concurrently, the company is eliminating the Executive Vice President, Chief Commercial Officer position. Craig Williams, the incumbent in this role, will transition out of his executive duties on December 5, 2025, remaining as a full-time employee until his separation on April 6, 2026. His transition and separation terms are detailed in a letter agreement, which ensures his compensation and benefits remain unchanged through his departure and provides for a non-compete agreement. These organizational adjustments signal a strategic shift within NIKE's senior management, particularly in operational leadership, and reflect a planned transition for a key commercial executive. Investors should monitor how these changes impact the company's operational efficiency and commercial strategies moving forward.

Key Highlights

  • 1Venkatesh Alagirisamy appointed Executive Vice President, Chief Operating Officer, effective December 8, 2025.
  • 2Significant compensation increase for Mr. Alagirisamy in his new COO role, including base salary, bonus, and equity.
  • 3Elimination of the Executive Vice President, Chief Commercial Officer role.
  • 4Craig Williams to transition out of his Chief Commercial Officer role on December 5, 2025, remaining with the company until April 6, 2026.
  • 5Mr. Williams' separation agreement ensures continuity of compensation and benefits through his departure date.
  • 6A non-compete agreement is in place for Mr. Alagirisamy with specific payout terms based on termination circumstances.
  • 7Organizational changes announced via press release dated December 2, 2025, furnished as an exhibit.

Frequently Asked Questions

NIKE has appointed Venkatesh Alagirisamy as the new Executive Vice President, Chief Operating Officer, effective December 8, 2025. Concurrently, the company is eliminating the Executive Vice President, Chief Commercial Officer position, leading to the transition of Craig Williams from this role.

In his new role as COO, Mr. Alagirisamy's annual base salary will increase to $1,025,000, his target bonus opportunity will rise to 120%, and his long-term incentive award target will increase to $5,500,000, comprising performance-based RSUs, stock options, and RSUs. He will also receive one-time equity awards for fiscal year 2026.

Craig Williams will cease serving as Executive Vice President, Chief Commercial Officer on December 5, 2025. He will remain a full-time employee through his separation from the company on April 6, 2026. His compensation and benefits remain unchanged through this period, and his separation is treated as an involuntary termination without cause for equity award purposes. A non-compete agreement also remains in effect.

The non-compete agreement for Mr. Alagirisamy applies for one year following his termination of employment. If NIKE terminates his employment without cause, the company will make monthly payments equal to one-twelfth of his annual base salary. If he resigns, monthly payments equal to one-twenty-fourth of his annual base salary will be made. NIKE can waive these non-compete obligations, in which case payments may not be made.