NIKE, Inc. 10-Q

ITEM 1. FINANCIAL STATEMENTS NIKE, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (In millions, except per share data) 2023 2022 2023 2022 Revenues $ 12,390 $ 10,871 $ 38,392 $ 34,476 Cost of sales 7,019 5,804 21,695 18,500 Gross profit 5,371 5,067 16,697 15,976 Demand creation expense 923 854 2,968 2,789 Operating overhead expense 3,036 2,584 9,035 7,980 Total selling and administrative expense 3,959 3,438 12,003 10,769 Interest expense (income), net ( 7 ) 53 22 165 Other (income) expense, net ( 58 ) ( 94 ) ( 283 ) ( 235 ) Income before income taxes 1,477 1,670 4,955 5,277 Income tax expense 237 274 916 670 NET INCOME $ 1,240 $ 1,396 $ 4,039 $ 4,607 Earnings per common share: Basic $ 0.80 $ 0.88 $ 2.59 $ 2.91 Diluted $ 0.79 $ 0.87 $ 2.57 $ 2.85 Weighted average common shares outstanding: Basic 1,543.8 1,579.0 1,556.7 1,581.1 Diluted 1,564.8 1,610.7 1,574.4 1,615.8 The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement. 1 Table of Contents NIKE, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 2023 2022 Net income $ 1,240 $ 1,396 $ 4,039 $ 4,607 Other comprehensive income (loss), net of tax: Change in net foreign currency translation adjustment 153 ( 6 ) 281 ( 289 ) Change in net gains (losses) on cash flow hedges ( 433 ) ( 29 ) ( 279 ) 775 Change in net gains (losses) on other 23 ( 11 ) ( 18 ) ( 7 ) Total other comprehensive income (loss), net of tax ( 257 ) ( 46 ) ( 16 ) 479 TOTAL COMPREHENSIVE INCOME $ 983 $ 1,350 $ 4,023 $ 5,086 The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement. 2 Table of Contents NIKE, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS FEBRUARY 28, MAY 31, (In millions) 2023 2022 ASSETS Current assets: Cash and equivalents $ 6,955 $ 8,574 Short-term investments 3,847 4,423 Accounts receivable, net 4,513 4,667 Inventories 8,905 8,420 Prepaid expenses and other current assets 1,815 2,129 Total current assets 26,035 28,213 Property, plant and equipment, net 4,939 4,791 Operating lease right-of-use assets, net 2,834 2,926 Identifiable intangible assets, net 277 286 Goodwill 281 284 Deferred income taxes and other assets 3,928 3,821 TOTAL ASSETS $ 38,294 $ 40,321 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current portion of long-term debt $ 500 $ 500 Notes payable 14 10 Accounts payable 2,675 3,358 Current portion of operating lease liabilities 435 420 Accrued liabilities 5,594 6,220 Income taxes payable 330 222 Total current liabilities 9,548 10,730 Long-term debt 8,925 8,920 Operating lease liabilities 2,692 2,777 Deferred income taxes and other liabilities 2,598 2,613 Commitments and contingencies (Note 13) Redeemable preferred stock — — Shareholders' equity: Common stock at stated value: Class A convertible — 305 and 305 shares outstanding — — Class B — 1,235 and 1,266 shares outstanding 3 3 Capital in excess of stated value 12,074 11,484 Accumulated other comprehensive income (loss) 302 318 Retained earnings 2,152 3,476 Total shareholders' equity 14,531 15,281 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 38,294 $ 40,321 The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement. 3 Table of Contents NIKE, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 Cash provided (used) by operations: Net income $ 4,039 $ 4,607 Adjustments to reconcile net income to net cash provided (used) by operations: Depreciation 516 538 Deferred income taxes ( 216 ) ( 234 ) Stock-based compensation 556 467 Amortization, impairment and other 107 6 Net foreign currency adjustments ( 197 ) 3 Changes in certain working capital components and other assets and liabilities: (Increase) decrease in accounts receivable 109 466 (Increase) decrease in inventories ( 527 ) ( 872 ) (Increase) decrease in prepaid expenses, operating lease right-of-use assets and other current and non-current assets ( 273 ) ( 639 ) Increase (decrease) in accounts payable, accrued liabilities, operating lease liabilities and other current and non-current liabilities ( 526 ) ( 305 ) Cash provided (used) by operations 3,588 4,037 Cash provided (used) by investing activities: Purchases of short-term investments ( 4,844 ) ( 9,229 ) Maturities of short-term investments 2,470 5,152 Sales of short-term investments 3,149 2,921 Additions to property, plant and equipment ( 700 ) ( 516 ) Other investing activities 62 ( 39 ) Cash provided (used) by investing activities 137 ( 1,711 ) Cash provided (used) by financing activities: Increase (decrease) in notes payable 4 4 Proceeds from exercise of stock options and other stock issuances 413 959 Repurchase of common stock ( 4,101 ) ( 2,923 ) Dividends — common and preferred ( 1,488 ) ( 1,356 ) Other financing activities ( 94 ) ( 140 ) Cash provided (used) by financing activities ( 5,266 ) ( 3,456 ) Effect of exchange rate changes on cash and equivalents ( 78 ) ( 55 ) Net increase (decrease) in cash and equivalents ( 1,619 ) ( 1,185 ) Cash and equivalents, beginning of period 8,574 9,889 CASH AND EQUIVALENTS, END OF PERIOD $ 6,955 $ 8,704 Supplemental disclosure of cash flow information: Non-cash additions to property, plant and equipment $ 145 $ 126 Dividends declared and not paid 527 488 The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement. 4 Table of Contents NIKE, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY COMMON STOCK CAPITAL IN EXCESS OF STATED VALUE ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) RETAINED EARNINGS TOTAL CLASS A CLASS B (In millions, except per share data) SHARES AMOUNT SHARES AMOUNT Balance at November 30, 2022 305 $ — 1,245 $ 3 $ 11,851 $ 559 $ 2,859 $ 15,272 Stock options exercised 3 153 153 Repurchase of Class B Common Stock ( 13 ) ( 99 ) ( 1,420 ) ( 1,519 ) Dividends on common stock ($ 0.340 per share) ( 527 ) ( 527 ) Issuance of shares to employees, net of shares withheld for employee taxes ( 23 ) — ( 23 ) Stock-based compensation 192 192 Net income 1,240 1,240 Other comprehensive income (loss) ( 257 ) ( 257 ) Balance at February 28, 2023 305 $ — 1,235 $ 3 $ 12,074 $ 302 $ 2,152 $ 14,531 COMMON STOCK CAPITAL IN EXCESS OF STATED VALUE ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) RETAINED EARNINGS TOTAL CLASS A CLASS B (In millions, except per share data) SHARES AMOUNT SHARES AMOUNT Balance at November 30, 2021 305 $ — 1,278 $ 3 $ 10,990 $ 145 $ 3,786 $ 14,924 Stock options exercised 1 112 112 Repurchase of Class B Common Stock ( 8 ) ( 57 ) ( 1,165 ) ( 1,222 ) Dividends on common stock ($ 0.305 per share) ( 488 ) ( 488 ) Issuance of shares to employees, net of shares withheld for employee taxes ( 20 ) ( 8 ) ( 28 ) Stock-based compensation 161 161 Net income 1,396 1,396 Other comprehensive income (loss) ( 46 ) ( 46 ) Balance at February 28, 2022 305 $ — 1,271 $ 3 $ 11,186 $ 99 $ 3,521 $ 14,809 COMMON STOCK CAPITAL IN EXCESS OF STATED VALUE ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) RETAINED EARNINGS TOTAL CLASS A CLASS B (In millions, except per share data) SHARES AMOUNT SHARES AMOUNT Balance at May 31, 2022 305 $ — 1,266 $ 3 $ 11,484 $ 318 $ 3,476 $ 15,281 Stock options exercised 6 302 302 Repurchase of Class B Common Stock ( 39 ) ( 288 ) ( 3,829 ) ( 4,117 ) Dividends on common stock ($ 0.985 per share) and preferred stock ($ 0.10 per share) ( 1,535 ) ( 1,535 ) Issuance of shares to employees, net of shares withheld for employee taxes 2 20 1 21 Stock-based compensation 556 556 Net income 4,039 4,039 Other comprehensive income (loss) ( 16 ) ( 16 ) Balance at February 28, 2023 305 $ — 1,235 $ 3 $ 12,074 $ 302 $ 2,152 $ 14,531 5 Table of Contents COMMON STOCK CAPITAL IN EXCESS OF STATED VALUE ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) RETAINED EARNINGS TOTAL CLASS A CLASS B (In millions, except per share data) SHARES AMOUNT SHARES AMOUNT Balance at May 31, 2021 305 $ — 1,273 $ 3 $ 9,965 $ ( 380 ) $ 3,179 $ 12,767 Stock options exercised 14 837 837 Repurchase of Class B Common Stock ( 19 ) ( 126 ) ( 2,806 ) ( 2,932 ) Dividends on common stock ($ 0.885 per share) and preferred stock ($ 0.10 per share) ( 1,406 ) ( 1,406 ) Issuance of shares to employees, net of shares withheld for employee taxes 3 43 ( 53 ) ( 10 ) Stock-based compensation 467 467 Net income 4,607 4,607 Other comprehensive income (loss) 479 479 Balance at February 28, 2022 305 $ — 1,271 $ 3 $ 11,186 $ 99 $ 3,521 $ 14,809 The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement. 6 Table of Contents NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 Summary of Significant Accounting Policies 8 NOTE 2 Inventories 8 NOTE 3 Accrued Liabilities 8 NOTE 4 Fair Value Measurements 9 NOTE 5 Short-term Borrowings and Credit Lines 10 NOTE 6 Income Taxes 11 NOTE 7 Stock-Based Compensation 11 NOTE 8 Earnings Per Share 12 NOTE 9 Risk Management and Derivatives 13 NOTE 10 Accumulated Other Comprehensive Income (Loss) 17 NOTE 11 Revenues 19 NOTE 12 Operating Segments 21 NOTE 13 Contingencies 23 NOTE 14 Acquisitions and Divestitures 23 7 Table of Contents NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The Unaudited Condensed Consolidated Financial Statements include the accounts of NIKE, Inc. and its subsidiaries (the “Company” or “NIKE”) and reflect all normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results of operations for the interim period. The year-end Condensed Consolidated Balance Sheet data as of May 31, 2022, was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“U.S. GAAP”). The interim financial information and notes thereto should be read in conjunction with the Company's latest Annual Report on Form 10-K for the fiscal year ended May 31, 2022. The results of operations for the three and nine months ended February 28, 2023, are not necessarily indicative of results to be expected for the entire fiscal year. The uncertain state of the global economy or worsening macroeconomic conditions could affect the Company’s business, including, among other things, potential impacts of inflation and rising interest rates on consumer behavior, higher inventory levels in various markets, higher inventory obsolescence reserves, higher promotional activity, reduced demand for product, reduced orders from wholesale customers for products and order cancellations. There could also be new or prolonged COVID-19 related restrictions or disruptions. Any of these factors, among others, could have material adverse impacts on the Company’s revenue growth as well as overall profitability in future periods. RECENTLY ISSUED ACCOUNTING STANDARDS In September 2022, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) ASU 2022-04, Liabilities – Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations, which enhances transparency surrounding the use of supplier finance programs. The new guidance requires qualitative and quantitative disclosure sufficient to enable users of the financial statements to understand the nature, activity during the period, changes from period to period and potential magnitude of such programs. The amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures. NOTE 2 — INVENTORIES Inventory balances of $ 8,905 million and $ 8,420 million at February 28, 2023 and May 31, 2022, respectively, were substantially all finished goods. NOTE 3 — ACCRUED LIABILITIES Accrued liabilities included the following: FEBRUARY 28, MAY 31, (Dollars in millions) 2023 2022 Compensation and benefits, excluding taxes $ 1,445 $ 1,297 Sales-related reserves 1,067 1,015 Dividends payable 531 485 Endorsement compensation 498 496 Allowance for expected loss on sale (1) — 397 Other 2,053 2,530 TOTAL ACCRUED LIABILITIES $ 5,594 $ 6,220 (1) Refer to Note 14 — Acquisitions and Divestitures for additional information. 8 Table of Contents NOTE 4 — FAIR VALUE MEASUREMENTS The Company measures certain financial assets and liabilities at fair value on a recurring basis, including derivatives, equity securities and available-for-sale debt securities. For additional information about the Company's fair value policies, refer to Note 1 — Summary of Significant Accounting Policies of the Annual Report on Form 10-K for the fiscal year ended May 31, 2022. The following tables present information about the Company's financial assets measured at fair value on a recurring basis as of February 28, 2023 and May 31, 2022, and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement: FEBRUARY 28, 2023 (Dollars in millions) ASSETS AT FAIR VALUE CASH AND EQUIVALENTS SHORT-TERM INVESTMENTS Cash $ 1,105 $ 1,105 $ — Level 1: U.S. Treasury securities 3,185 1 3,184 Level 2: Commercial paper and bonds 583 8 575 Money market funds 5,114 5,114 — Time deposits 781 727 54 U.S. Agency securities 34 — 34 Total Level 2 6,512 5,849 663 TOTAL $ 10,802 $ 6,955 $ 3,847 MAY 31, 2022 (Dollars in millions) ASSETS AT FAIR VALUE CASH AND EQUIVALENTS SHORT-TERM INVESTMENTS Cash $ 839 $ 839 $ — Level 1: U.S. Treasury securities 3,801 8 3,793 Level 2: Commercial paper and bonds 660 37 623 Money market funds 6,458 6,458 — Time deposits 1,237 1,232 5 U.S. Agency securities 2 — 2 Total Level 2 8,357 7,727 630 TOTAL $ 12,997 $ 8,574 $ 4,423 As of February 28, 2023, the Company held $ 3,089 million of available-for-sale debt securities with maturity dates within one year and $ 758 million with maturity dates greater than one year and less than five years in Short-term investments on the Unaudited Condensed Consolidated Balance Sheets. The fair value of the Company's available-for-sale debt securities approximates their amortized cost. Included in Interest expense (income), net was interest income related to the Company's investment portfolio of $ 83 million and $ 22 million for the three months ended February 28, 2023 and 2022, respectively, and $ 196 million and $ 57 million for the nine months ended February 28, 2023 and 2022, respectively. 9 Table of Contents The following tables present information about the Company's derivative assets and liabilities measured at fair value on a recurring basis and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement: FEBRUARY 28, 2023 DERIVATIVE ASSETS DERIVATIVE LIABILITIES (Dollars in millions) ASSETS AT FAIR VALUE OTHER CURRENT ASSETS OTHER LONG-TERM ASSETS LIABILITIES AT FAIR VALUE ACCRUED LIABILITIES OTHER LONG-TERM LIABILITIES Level 2: Foreign exchange forwards and options (1) $ 651 $ 551 $ 100 $ 176 $ 112 $ 64 Embedded derivatives 5 5 — 2 2 — TOTAL $ 656 $ 556 $ 100 $ 178 $ 114 $ 64 (1) If the foreign exchange derivative instruments had been netted on the Unaudited Condensed Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $ 175 million as of February 28, 2023. As of that date, the Company received $ 100 million of cash collateral from counterparties related to foreign exchange derivative instruments. No amount of collateral was posted on the derivative liability balance as of February 28, 2023. MAY 31, 2022 DERIVATIVE ASSETS DERIVATIVE LIABILITIES (Dollars in millions) ASSETS AT FAIR VALUE OTHER CURRENT ASSETS OTHER LONG-TERM ASSETS LIABILITIES AT FAIR VALUE ACCRUED LIABILITIES OTHER LONG-TERM LIABILITIES Level 2: Foreign exchange forwards and options (1) $ 875 $ 669 $ 206 $ 76 $ 65 $ 11 Embedded derivatives 5 5 — 1 1 — TOTAL $ 880 $ 674 $ 206 $ 77 $ 66 $ 11 (1) If the foreign exchange derivative instruments had been netted on the Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $ 76 million as of May 31, 2022. As of that date, the Company received $ 486 million of cash collateral from counterparties related to foreign exchange derivative instruments. No amount of collateral was posted on the derivative liability balance as of May 31, 2022 For additional information related to the Company's derivative financial instruments and credit risk, refer to Note 9 — Risk Management and Derivatives. The carrying amounts of other current financial assets and other current financial liabilities approximate fair value. FINANCIAL ASSETS AND LIABILITIES NOT RECORDED AT FAIR VALUE The Company's Long-term debt is recorded at adjusted cost, net of unamortized premiums, discounts and debt issuance costs. The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2). The fair value of the Company's Long-term debt, including the current portion, was approximately $ 8,241 million at February 28, 2023 and $ 8,933 million at May 31, 2022. For fair value information regarding Notes payable, refer to Note 5 — Short-term Borrowings and Credit Lines. . NOTE 5 — SHORT-TERM BORROWINGS AND CREDIT LINES The carrying amounts reflected on the Unaudited Condensed Consolidated Balance Sheets for Notes payable approximate fair value. As of February 28, 2023 and May 31, 2022, the Company had no borrowings outstanding under its $ 3 billion commercial paper program. On March 10, 2023, subsequent to the end of the third quarter of fiscal 2023, the Company entered into a 364 -day committed credit facility agreement with a syndicate of banks, which provides for up to $ 1 billion of borrowings, with an option to increase borrowings up to $ 1.5 billion in total with lender approval. The facility matures on March 8, 2024, with an option to extend the maturity date an additional 364 days. This facility replaces the prior $ 1 billion 364 -day credit facility agreement entered into on March 11, 2022, which matured on March 10, 2023. Based on the Company's current long-term senior unsecured debt ratings of AA- and A1 from Standard and Poor's Corporation and Moody's Investor Services, respectively, the interest rate charged on any outstanding borrowings would be the prevailing Term Secured Overnight Financing Rate (Term SOFR) for the applicable interest period plus 0.60 %. The facility fee is 0.02 % of the total undrawn commitment. As of April 6, 2023, no amounts were outstanding under this committed credit facility. 10 Table of Contents There have been no other changes to the credit lines reported in the Company's Annual Report on Form 10-K for the fiscal year ended May 31, 2022. NOTE 6 — INCOME TAXES The effective tax rate was 18.5 % and 12.7 % for the nine months ended February 28, 2023 and 2022, respectively. The increase in the Company's effective tax rate was primarily due to a less favorable impact from stock-based compensation and a shift in the Company's earnings mix. As of February 28, 2023, total gross unrecognized tax benefits, excluding related interest and penalties, were $ 941 million, $ 657 million of which would affect the Company's effective tax rate if recognized in future periods. The majority of the total gross unrecognized tax benefits are long-term in nature and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets. As of May 31, 2022, total gross unrecognized tax benefits, excluding related interest and penalties, were $ 848 million. As of February 28, 2023 and May 31, 2022, accrued interest and penalties related to uncertain tax positions were $ 282 million and $ 248 million, respectively, (excluding federal benefit) and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets. The Company is subject to taxation in the U.S., as well as various state and foreign jurisdictions. The Company is currently under audit by the U.S. IRS for fiscal years 2017 through 2019. The Company has closed all U.S. federal income tax matters through fiscal 2016, with the exception of certain transfer pricing adjustments. Tax years after 2011 remain open in certain major foreign jurisdictions. Although the timing of resolution of audits is not certain, the Company evaluates all domestic and foreign audit issues in the aggregate, along with the expiration of applicable statutes of limitations, and estimates that it is reasonably possible the total gross unrecognized tax benefits could decrease by up to $ 30 million within the next 12 months. In January 2019, the European Commission opened a formal investigation to examine whether the Netherlands has breached State Aid rules when granting certain tax rulings to the Company. The Company believes the investigation is without merit. If this matter is adversely resolved, the Netherlands may be required to assess additional amounts with respect to prior periods, and the Company's income taxes related to prior periods in the Netherlands could increase. NOTE 7 — STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION The NIKE, Inc. Stock Incentive Plan (the “Stock Incentive Plan”) provides for the issuance of up to 798 million previously unissued shares of Class B Common Stock in connection with equity awards granted under the Stock Incentive Plan. The Stock Incentive Plan authorizes the grant of non-statutory stock options, incentive stock options, stock appreciation rights and stock awards, including restricted stock and restricted stock units. Restricted stock units include both time-vesting restricted stock units (RSUs) as well as performance-based restricted stock units (PSUs). In addition to the Stock Incentive Plan, the Company gives employees the right to purchase shares at a discount from the market price under employee stock purchase plans (ESPPs). Refer to Note 11 — Common Stock and Stock-Based Compensation of the Annual Report on Form 10-K for the fiscal year ended May 31, 2022 for additional information. The following table summarizes the Company's total stock-based compensation expense recognized in Cost of sales or Operating overhead expense, as applicable: THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 2023 2022 Stock options (1) $ 78 $ 75 $ 232 $ 221 ESPPs 20 15 53 44 Restricted stock and restricted stock units (1)(2) 94 71 271 202 TOTAL STOCK-BASED COMPENSATION EXPENSE $ 192 $ 161 $ 556 $ 467 (1) Expense for stock options includes the expense associated with stock appreciation rights. Accelerated stock option expense is primarily recorded for employees meeting certain retirement eligibility requirements. (2) Restricted stock units include RSUs and PSUs. The income tax benefit related to stock-based compensation expense was $ 22 million and $ 34 million for the three months ended February 28, 2023 and 2022, respectively, and $ 44 million and $ 307 million for the nine months ended February 28, 2023 and 2022, respectively, and reported within Income tax expense. 11 Table of Contents STOCK OPTIONS The weighted average fair value per share of stock options granted during the nine months ended February 28, 2023 and 2022, computed as of the grant date using the Black-Scholes pricing model, was $ 31.31 and $ 37.53 , respectively. The weighted average assumptions used to estimate these fair values were as follows: NINE MONTHS ENDED FEBRUARY 28, 2023 2022 Dividend yield 0.9 % 0.8 % Expected volatility 27.1 % 24.9 % Weighted average expected life (in years) 5.8 5.8 Risk-free interest rate 3.3 % 0.9 % Expected volatilities are based on an analysis of the historical volatility of the Company's common stock, the implied volatility in market-traded options on the Company's common stock with a term greater than one year , as well as other factors. The weighted average expected life of stock options is based on an analysis of historical and expected future exercise patterns. The interest rate is based on the U.S. Treasury (constant maturity) risk-free rate in effect at the date of grant for periods corresponding with the expected term of the stock options. As of February 28, 2023, the Company had $ 502 million of unrecognized compensation costs from stock options, net of estimated forfeitures, to be recognized in Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.6 years. RESTRICTED STOCK AND RESTRICTED STOCK UNITS The weighted average fair value per share of restricted stock and RSUs granted for the nine months ended February 28, 2023 and 2022, computed as of the grant date, was $ 110.27 and $ 158.94 , respectively. The weighted average fair value per share of PSUs granted for the nine months ended February 28, 2023 and 2022, computed as of the grant date, was $ 134.71 and $ 250.52 , respectively. As of February 28, 2023, the Company had $ 727 million of unrecognized compensation costs from restricted stock and restricted stock units, net of estimated forfeitures, to be recognized in Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.5 years. NOTE 8 — EARNINGS PER SHARE The following is a reconciliation from basic earnings per common share to diluted earnings per common share. The computations of diluted earnings per common share exclude restricted stock, restricted stock units and options, including shares under ESPPs, to purchase an estimated additional 29.5 million and 9.3 million shares of common stock outstanding for the three months ended February 28, 2023 and 2022, respectively, and 31.8 million and 9.4 million shares of common stock outstanding for the nine months ended February 28, 2023 and 2022, respectively, because the awards were assumed to be anti-dilutive. THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (In millions, except per share data) 2023 2022 2023 2022 Net income available to common stockholders $ 1,240 $ 1,396 $ 4,039 $ 4,607 Determination of shares: Weighted average common shares outstanding 1,543.8 1,579.0 1,556.7 1,581.1 Assumed conversion of dilutive stock options and awards 21.0 31.7 17.7 34.7 DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 1,564.8 1,610.7 1,574.4 1,615.8 Earnings per common share: Basic $ 0.80 $ 0.88 $ 2.59 $ 2.91 Diluted $ 0.79 $ 0.87 $ 2.57 $ 2.85 12 Table of Contents NOTE 9 — RISK MANAGEMENT AND DERIVATIVES The Company is exposed to global market risks, including the effect of changes in foreign currency exchange rates and interest rates, and uses derivatives to manage financial exposures that occur in the normal course of business. As of and for the nine months ended February 28, 2023, there have been no material changes to the Company's hedging program or strategy from what was disclosed within the Annual Report on Form 10-K. For additional information about the Company's derivatives and hedging policies, refer to Note 1 — Summary of Significant Accounting Policies and Note 14 — Risk Management and Derivatives of the Annual Report on Form 10-K for the fiscal year ended May 31, 2022. The majority of derivatives outstanding as of February 28, 2023, are designated as foreign currency cash flow hedges, primarily for Euro/U.S. Dollar, Chinese Yuan/U.S. Dollar, British Pound/Euro and Japanese Yen/U.S. Dollar currency pairs. All derivatives are recognized on the Unaudited Condensed Consolidated Balance Sheets at fair value and classified based on the instrument's maturity date. The following tables present the fair values of derivative instruments included within the Unaudited Condensed Consolidated Balance Sheets: DERIVATIVE ASSETS BALANCE SHEET LOCATION FEBRUARY 28, MAY 31, (Dollars in millions) 2023 2022 Derivatives formally designated as hedging instruments: Foreign exchange forwards and options Prepaid expenses and other current assets $ 530 $ 639 Foreign exchange forwards and options Deferred income taxes and other assets 100 206 Total derivatives formally designated as hedging instruments 630 845 Derivatives not designated as hedging instruments: Foreign exchange forwards and options Prepaid expenses and other current assets 21 30 Embedded derivatives Prepaid expenses and other current assets 5 5 Total derivatives not designated as hedging instruments 26 35 TOTAL DERIVATIVE ASSETS $ 656 $ 880 DERIVATIVE LIABILITIES BALANCE SHEET LOCATION FEBRUARY 28, MAY 31, (Dollars in millions) 2023 2022 Derivatives formally designated as hedging instruments: Foreign exchange forwards and options Accrued liabilities $ 93 $ 37 Foreign exchange forwards and options Deferred income taxes and other liabilities 64 11 Total derivatives formally designated as hedging instruments 157 48 Derivatives not designated as hedging instruments: Foreign exchange forwards and options Accrued liabilities 19 28 Embedded derivatives Accrued liabilities 2 1 Total derivatives not designated as hedging instruments 21 29 TOTAL DERIVATIVE LIABILITIES $ 178 $ 77 13 Table of Contents The following tables present the amounts in the Unaudited Condensed Consolidated Statements of Income in which the effects of cash flow hedges are recorded and the effects of cash flow hedge activity on these line items: THREE MONTHS ENDED FEBRUARY 28, 2023 2022 (Dollars in millions) TOTAL AMOUNT OF GAIN (LOSS) ON CASH FLOW HEDGE ACTIVITY TOTAL AMOUNT OF GAIN (LOSS) ON CASH FLOW HEDGE ACTIVITY Revenues $ 12,390 $ 14 $ 10,871 $ ( 22 ) Cost of sales 7,019 182 5,804 17 Demand creation expense 923 ( 1 ) 854 — Other (income) expense, net ( 58 ) 90 ( 94 ) 45 Interest expense (income), net ( 7 ) ( 2 ) 53 ( 2 ) NINE MONTHS ENDED FEBRUARY 28, 2023 2022 (Dollars in millions) TOTAL AMOUNT OF GAIN (LOSS) ON CASH FLOW HEDGE ACTIVITY TOTAL AMOUNT OF GAIN (LOSS) ON CASH FLOW HEDGE ACTIVITY Revenues $ 38,392 $ 9 $ 34,476 $ ( 63 ) Cost of sales 21,695 464 18,500 ( 79 ) Demand creation expense 2,968 ( 4 ) 2,789 1 Other (income) expense, net ( 283 ) 297 ( 235 ) 56 Interest expense (income), net 22 ( 6 ) 165 ( 5 ) The following tables present the amounts affecting the Unaudited Condensed Consolidated Statements of Income: (Dollars in millions) AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES (1) AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME (1) THREE MONTHS ENDED FEBRUARY 28, LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME THREE MONTHS ENDED FEBRUARY 28, 2023 2022 2023 2022 Derivatives designated as cash flow hedges: Foreign exchange forwards and options $ 30 $ ( 37 ) Revenues $ 14 $ ( 22 ) Foreign exchange forwards and options ( 141 ) 4 Cost of sales 182 17 Foreign exchange forwards and options 1 — Demand creation expense ( 1 ) — Foreign exchange forwards and options ( 65 ) 31 Other (income) expense, net 90 45 Interest rate swaps (2) — — Interest expense (income), net ( 2 ) ( 2 ) TOTAL DESIGNATED CASH FLOW HEDGES $ ( 175 ) $ ( 2 ) $ 283 $ 38 (1) For the three months ended February 28, 2023 and 2022, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial. (2) Gains and losses associated with terminated interest rate swaps, which were previously designated as cash flow hedges and recorded in Accumulated other comprehensive income (loss), will be released through Interest expense (income), net over the term of the issued debt. 14 Table of Contents (Dollars in millions) AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES (1) AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME (1) NINE MONTHS ENDED FEBRUARY 28, LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME NINE MONTHS ENDED FEBRUARY 28, 2023 2022 2023 2022 Derivatives designated as cash flow hedges: Foreign exchange forwards and options $ 52 $ ( 74 ) Revenues $ 9 $ ( 63 ) Foreign exchange forwards and options 245 522 Cost of sales 464 ( 79 ) Foreign exchange forwards and options ( 2 ) ( 3 ) Demand creation expense ( 4 ) 1 Foreign exchange forwards and options 181 304 Other (income) expense, net 297 56 Interest rate swaps (2) — — Interest expense (income), net ( 6 ) ( 5 ) TOTAL DESIGNATED CASH FLOW HEDGES $ 476 $ 749 $ 760 $ ( 90 ) (1) For the nine months ended February 28, 2023 and 2022, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial. (2) Gains and losses associated with terminated interest rate swaps, which were previously designated as cash flow hedges and recorded in Accumulated other comprehensive income (loss), will be released through Interest expense (income), net over the term of the issued debt. AMOUNT OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES LOCATION OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 2023 2022 Derivatives not designated as hedging instruments: Foreign exchange forwards and options $ ( 12 ) $ ( 20 ) $ 32 $ 12 Other (income) expense, net Embedded derivatives ( 14 ) — 20 ( 9 ) Other (income) expense, net CASH FLOW HEDGES All changes in fair value of derivatives designated as cash flow hedge instruments are recorded in Accumulated other comprehensive income (loss) until Net income is affected by the variability of cash flows of the hedged transaction. Effective hedge results are classified in the Unaudited Condensed Consolidated Statements of Income in the same manner as the underlying exposure. When it is no longer probable the forecasted hedged transaction will occur in the initially identified time period, hedge accounting is discontinued and the Company accounts for the associated derivative as an undesignated instrument as discussed below. Additionally, the gains and losses associated with derivatives no longer designated as cash flow hedge instruments in Accumulated other comprehensive income (loss) are recognized immediately in Other (income) expense, net, if it is probable the forecasted hedged transaction will not occur by the end of the initially identified time period or within an additional two-month period thereafter. In rare circumstances, the additional period of time may exceed two months due to extenuating circumstances related to the nature of the forecasted transaction that are outside the control or influence of the Company. The total notional amount of outstanding foreign currency derivatives designated as cash flow hedges was approximately $ 19.5 billion as of February 28, 2023. Approximately $ 495 million of deferred net gains (net of tax) on both outstanding and matured derivatives in Accumulated other comprehensive income (loss) as of February 28, 2023, are expected to be reclassified to Net income during the next 12 months concurrent with the underlying hedged transactions also being recorded in Net income. Actual amounts ultimately reclassified to Net income are dependent on the exchange rates in effect when derivative contracts currently outstanding mature. As of February 28, 2023, the maximum term over which the Company hedges exposures to the variability of cash flows for its forecasted transactions was 27 months. 15 Table of Contents UNDESIGNATED DERIVATIVE INSTRUMENTS The Company may elect to enter into foreign exchange forwards to mitigate the change in fair value of specific assets and liabilities on the Unaudited Condensed Consolidated Balance Sheets and/or embedded derivative contracts. These undesignated instruments are recorded at fair value as a derivative asset or liability on the Unaudited Condensed Consolidated Balance Sheets with their corresponding change in fair value recognized in Other (income) expense, net, together with the remeasurement gain or loss from the hedged balance sheet position and/or embedded derivative contract. The total notional amount of outstanding undesignated derivative instruments was $ 4.7 billion as of February 28, 2023. EMBEDDED DERIVATIVES Embedded derivative contracts are treated as foreign currency forward contracts that are bifurcated from the related contract and recorded at fair value as a derivative asset or liability on the Unaudited Condensed Consolidated Balance Sheets with their corresponding change in fair value recognized in Other (income) expense, net, through the date the foreign currency fluctuations cease to exist. As of February 28, 2023, the total notional amount of embedded derivatives outstanding was approximately $ 460 million. CREDIT RISK The Company's bilateral credit-related contingent features generally require the owing entity, either the Company or the derivative counterparty, to post collateral for the portion of the fair value in excess of $ 50 million should the fair value of outstanding derivatives per counterparty be greater than $ 50 million. Additionally, a certain level of decline in credit rating of either the Company or the counterparty could trigger collateral requirements. As of February 28, 2023, the Company was in compliance with all credit risk-related contingent features, and derivative instruments with such features were in a net asset position of approximately $ 475 million. Accordingly, the Company was not required to post cash collateral as a result of these contingent features. Further, $ 100 million of collateral was received on the Company's derivative asset balance as of February 28, 2023. The Company considers the impact of the risk of counterparty default to be immaterial. For additional information related to the Company's derivative financial instruments and collateral, refer to Note 4 — Fair Value Measurements. 16 Table of Contents NOTE 10 — ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The changes in Accumulated other comprehensive income (loss), net of tax, were as follows: (Dollars in millions) FOREIGN CURRENCY TRANSLATION ADJUSTMENT (1) CASH FLOW HEDGES NET INVESTMENT HEDGES (1) OTHER TOTAL Balance at November 30, 2022 $ ( 392 ) $ 933 $ 115 $ ( 97 ) $ 559 Other comprehensive income (loss): Other comprehensive gains (losses) before reclassifications (2) 150 ( 179 ) — — ( 29 ) Reclassifications to net income of previously deferred (gains) losses (3) 3 ( 254 ) — 23 ( 228 ) Total other comprehensive income (loss) 153 ( 433 ) — 23 ( 257 ) Balance at February 28, 2023 $ ( 239 ) $ 500 $ 115 $ ( 74 ) $ 302 (1) The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity. (2) Net of tax benefit (expense) of $ 0 million , $( 4 ) million, $ 0 million , $ 1 million and $( 3 ) million, respectively. (3) Net of tax (benefit) expense of $ 0 million , $ 29 million, $ 0 million , $( 9 ) million and $ 20 million, respectively. (Dollars in millions) FOREIGN CURRENCY TRANSLATION ADJUSTMENT (1) CASH FLOW HEDGES NET INVESTMENT HEDGES (1) OTHER TOTAL Balance at November 30, 2021 $ ( 281 ) $ 369 $ 115 $ ( 58 ) $ 145 Other comprehensive income (loss): Other comprehensive gains (losses) before reclassifications (2) ( 6 ) 4 — ( 7 ) ( 9 ) Reclassifications to net income of previously deferred (gains) losses (3) — ( 33 ) — ( 4 ) ( 37 ) Total other comprehensive income (loss) ( 6 ) ( 29 ) — ( 11 ) ( 46 ) Balance at February 28, 2022 $ ( 287 ) $ 340 $ 115 $ ( 69 ) $ 99 (1) The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity. (2) Net of tax benefit (expense) of $ 0 million , $ 6 million, $ 0 million , $ 2 million and $ 8 million, respectively. (3) Net of tax (benefit) expense of $ 0 million , $ 5 million, $ 0 million , $ 1 million and $ 6 million, respectively. (Dollars in millions) FOREIGN CURRENCY TRANSLATION ADJUSTMENT (1) CASH FLOW HEDGES NET INVESTMENT HEDGES (1) OTHER TOTAL Balance at May 31, 2022 $ ( 520 ) $ 779 $ 115 $ ( 56 ) $ 318 Other comprehensive income (loss): Other comprehensive gains (losses) before reclassifications (2) ( 77 ) 399 — ( 27 ) 295 Reclassifications to net income of previously deferred (gains) losses (3) 358 ( 678 ) — 9 ( 311 ) Total other comprehensive income (loss) 281 ( 279 ) — ( 18 ) ( 16 ) Balance at February 28, 2023 $ ( 239 ) $ 500 $ 115 $ ( 74 ) $ 302 (1) The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity. (2) Net of tax benefit (expense) of $ 0 million , $( 77 ) million, $ 0 million , $ 8 million and $( 69 ) million, respectively. (3) Net of tax (benefit) expense of $( 16 ) million, $ 82 million, $ 0 million , $( 3 ) million and $ 63 million, respectively. 17 Table of Contents (Dollars in millions) FOREIGN CURRENCY TRANSLATION ADJUSTMENT (1) CASH FLOW HEDGES NET INVESTMENT HEDGES (1) OTHER TOTAL Balance at May 31, 2021 $ 2 $ ( 435 ) $ 115 $ ( 62 ) $ ( 380 ) Other comprehensive income (loss): Other comprehensive gains (losses) before reclassifications (2) ( 289 ) 689 — 7 407 Reclassifications to net income of previously deferred (gains) losses (3) — 86 — ( 14 ) 72 Total other comprehensive income (loss) ( 289 ) 775 — ( 7 ) 479 Balance at February 28, 2022 $ ( 287 ) $ 340 $ 115 $ ( 69 ) $ 99 (1) The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity. (2) Net of tax benefit (expense) of $ 0 million , $( 60 ) million, $ 0 million , $( 2 ) million and $( 62 ) million, respectively. (3) Net of tax (benefit) expense of $ 0 million , $( 4 ) million, $ 0 million , $ 5 million and $ 1 million, respectively. The following table summarizes the reclassifications from Accumulated other comprehensive income (loss) to the Unaudited Condensed Consolidated Statements of Income: AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 2023 2022 Gains (losses) on foreign currency translation adjustment $ ( 3 ) $ — $ ( 374 ) $ — Other (income) expense, net Total before tax ( 3 ) — ( 374 ) — Tax (expense) benefit — — 16 — Gain (loss) net of tax ( 3 ) — ( 358 ) — Gains (losses) on cash flow hedges: Foreign exchange forwards and options $ 14 $ ( 22 ) $ 9 $ ( 63 ) Revenues Foreign exchange forwards and options 182 17 464 ( 79 ) Cost of sales Foreign exchange forwards and options ( 1 ) — ( 4 ) 1 Demand creation expense Foreign exchange forwards and options 90 45 297 56 Other (income) expense, net Interest rate swaps ( 2 ) ( 2 ) ( 6 ) ( 5 ) Interest expense (income), net Total before tax 283 38 760 ( 90 ) Tax (expense) benefit ( 29 ) ( 5 ) ( 82 ) 4 Gain (loss) net of tax 254 33 678 ( 86 ) Gains (losses) on other ( 32 ) 5 ( 12 ) 19 Other (income) expense, net Total before tax ( 32 ) 5 ( 12 ) 19 Tax (expense) benefit 9 ( 1 ) 3 ( 5 ) Gain (loss) net of tax ( 23 ) 4 ( 9 ) 14 Total net gain (loss) reclassified for the period $ 228 $ 37 $ 311 $ ( 72 ) 18 Table of Contents NOTE 11 — REVENUES DISAGGREGATION OF REVENUES The following tables present the Company's Revenues disaggregated by reportable operating segment, major product line and distribution channel: THREE MONTHS ENDED FEBRUARY 28, 2023 (Dollars in millions) NORTH AMERICA EUROPE, MIDDLE EAST & AFRICA GREATER CHINA ASIA PACIFIC & LATIN AMERICA GLOBAL BRAND DIVISIONS TOTAL NIKE BRAND CONVERSE CORPORATE TOTAL NIKE, INC. Revenues by: Footwear $ 3,322 $ 2,011 $ 1,496 $ 1,141 $ — $ 7,970 $ 540 $ — $ 8,510 Apparel 1,419 1,094 461 407 — 3,381 29 — 3,410 Equipment 172 141 37 53 — 403 6 — 409 Other — — — — 12 12 37 12 61 TOTAL REVENUES $ 4,913 $ 3,246 $ 1,994 $ 1,601 $ 12 $ 11,766 $ 612 $ 12 $ 12,390 Revenues by: Sales to Wholesale Customers $ 2,323 $ 2,061 $ 1,126 $ 913 $ — $ 6,423 $ 323 $ — $ 6,746 Sales through Direct to Consumer 2,590 1,185 868 688 — 5,331 252 — 5,583 Other — — — — 12 12 37 12 61 TOTAL REVENUES $ 4,913 $ 3,246 $ 1,994 $ 1,601 $ 12 $ 11,766 $ 612 $ 12 $ 12,390 THREE MONTHS ENDED FEBRUARY 28, 2022 (Dollars in millions) NORTH AMERICA EUROPE, MIDDLE EAST & AFRICA GREATER CHINA ASIA PACIFIC & LATIN AMERICA GLOBAL BRAND DIVISIONS TOTAL NIKE BRAND CONVERSE CORPORATE TOTAL NIKE, INC. Revenues by: Footwear $ 2,532 $ 1,569 $ 1,554 $ 1,005 $ — $ 6,660 $ 503 $ — $ 7,163 Apparel 1,207 1,083 548 394 — 3,232 29 — 3,261 Equipment 143 127 58 62 — 390 7 — 397 Other — — — — 41 41 28 ( 19 ) 50 TOTAL REVENUES $ 3,882 $ 2,779 $ 2,160 $ 1,461 $ 41 $ 10,323 $ 567 $ ( 19 ) $ 10,871 Revenues by: Sales to Wholesale Customers $ 1,769 $ 1,858 $ 1,241 $ 860 $ — $ 5,728 $ 303 $ — $ 6,031 Sales through Direct to Consumer 2,113 921 919 601 — 4,554 236 — 4,790 Other — — — — 41 41 28 ( 19 ) 50 TOTAL REVENUES $ 3,882 $ 2,779 $ 2,160 $ 1,461 $ 41 $ 10,323 $ 567 $ ( 19 ) $ 10,871 19 Table of Contents NINE MONTHS ENDED FEBRUARY 28, 2023 (Dollars in millions) NORTH AMERICA EUROPE, MIDDLE EAST & AFRICA GREATER CHINA ASIA PACIFIC & LATIN AMERICA GLOBAL BRAND DIVISIONS TOTAL NIKE BRAND CONVERSE CORPORATE TOTAL NIKE, INC. Revenues by: Footwear $ 11,090 $ 6,086 $ 4,099 $ 3,313 $ — $ 24,588 $ 1,633 $ — $ 26,221 Apparel 4,598 3,528 1,228 1,255 — 10,609 70 — 10,679 Equipment 565 454 111 167 — 1,297 21 — 1,318 Other — — — — 44 44 117 13 174 TOTAL REVENUES $ 16,253 $ 10,068 $ 5,438 $ 4,735 $ 44 $ 36,538 $ 1,841 $ 13 $ 38,392 Revenues by: Sales to Wholesale Customers $ 8,533 $ 6,506 $ 2,862 $ 2,792 $ — $ 20,693 $ 971 $ — $ 21,664 Sales through Direct to Consumer 7,720 3,562 2,576 1,943 — 15,801 753 — 16,554 Other — — — — 44 44 117 13 174 TOTAL REVENUES $ 16,253 $ 10,068 $ 5,438 $ 4,735 $ 44 $ 36,538 $ 1,841 $ 13 $ 38,392 NINE MONTHS ENDED FEBRUARY 28, 2022 (Dollars in millions) NORTH AMERICA EUROPE, MIDDLE EAST & AFRICA GREATER CHINA ASIA PACIFIC & LATIN AMERICA GLOBAL BRAND DIVISIONS TOTAL NIKE BRAND CONVERSE CORPORATE TOTAL NIKE, INC. Revenues by: Footwear $ 8,648 $ 5,358 $ 4,238 $ 2,914 $ — $ 21,158 $ 1,555 $ — $ 22,713 Apparel 4,117 3,444 1,588 1,181 — 10,330 87 — 10,417 Equipment 473 426 160 178 — 1,237 21 — 1,258 Other — — — — 54 54 90 ( 56 ) 88 TOTAL REVENUES $ 13,238 $ 9,228 $ 5,986 $ 4,273 $ 54 $ 32,779 $ 1,753 $ ( 56 ) $ 34,476 Revenues by: Sales to Wholesale Customers $ 6,774 $ 6,194 $ 3,251 $ 2,571 $ — $ 18,790 $ 975 $ — $ 19,765 Sales through Direct to Consumer 6,464 3,034 2,735 1,702 — 13,935 688 — 14,623 Other — — — — 54 54 90 ( 56 ) 88 TOTAL REVENUES $ 13,238 $ 9,228 $ 5,986 $ 4,273 $ 54 $ 32,779 $ 1,753 $ ( 56 ) $ 34,476 For the three and nine months ended February 28, 2023 and 2022, Global Brand Divisions revenues included NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment. Converse Other revenues were primarily attributable to licensing businesses. Corporate revenues primarily consisted of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through the Company's central foreign exchange risk management program. As of February 28, 2023 and May 31, 2022, the Company did no t have any contract assets and had an immaterial amount of contract liabilities recorded in Accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets. 20 Table of Contents NOTE 12 — OPERATING SEGMENTS The Company's operating segments are evidence of the structure of the Company's internal organization. The NIKE Brand segments are defined by geographic regions for operations participating in NIKE Brand sales activity. Each NIKE Brand geographic segment operates predominantly in one industry: the design, development, marketing and selling of athletic footwear, apparel and equipment. The Company's reportable operating segments for the NIKE Brand are: North America; Europe, Middle East & Africa (EMEA); Greater China; and Asia Pacific & Latin America (APLA), and include results for the NIKE and Jordan brands. The Company's NIKE Direct operations are managed within each NIKE Brand geographic operating segment. Converse is also a reportable segment for the Company and operates in one industry: the design, marketing, licensing and selling of athletic lifestyle sneakers, apparel and accessories. Global Brand Divisions is included within the NIKE Brand for presentation purposes to align with the way management views the Company. Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment. Global Brand Divisions costs represent demand creation and operating overhead expense that include product creation and design expenses centrally managed for the NIKE Brand, as well as, costs associated with NIKE Direct global digital operations and enterprise technology. Corporate consists primarily of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to the Company's headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses, including certain hedge gains and losses. The primary financial measure used by the Company to evaluate performance of individual operating segments is earnings before interest and taxes (EBIT), which represents Net income before Interest expense (income), net and Income tax expense in the Unaudited Condensed Consolidated Statements of Income. As part of the Company's centrally managed foreign exchange risk management program, standard foreign currency rates are assigned twice per year to each NIKE Brand entity in the Company's geographic operating segments and to Converse. These rates are set approximately nine and twelve months in advance of the future selling seasons to which they relate (specifically, for each currency, one standard rate applies to the fall and holiday selling seasons and one standard rate applies to the spring and summer selling seasons) based on average market spot rates in the calendar month preceding the date they are established. Inventories and Cost of sales for geographic operating segments and Converse reflect the use of these standard rates to record non-functional currency product purchases in the entity's functional currency. Differences between assigned standard foreign currency rates and actual market rates are included in Corporate, together with foreign currency hedge gains and losses generated from the Company's centrally managed foreign exchange risk management program and other conversion gains and losses. Accounts receivable, net, Inventories and Property, plant and equipment, net for operating segments are regularly reviewed by management and are therefore provided below. 21 Table of Contents THREE MONTHS ENDED FEBRUARY 28, NINE MONTHS ENDED FEBRUARY 28, (Dollars in millions) 2023 2022 2023 2022 REVENUES North America $ 4,913 $ 3,882 $ 16,253 $ 13,238 Europe, Middle East & Africa 3,246 2,779 10,068 9,228 Greater China 1,994 2,160 5,438 5,986 Asia Pacific & Latin America 1,601 1,461 4,735 4,273 Global Brand Divisions 12 41 44 54 Total NIKE Brand 11,766 10,323 36,538 32,779 Converse 612 567 1,841 1,753 Corporate 12 ( 19 ) 13 ( 56 ) TOTAL NIKE, INC. REVENUES $ 12,390 $ 10,871 $ 38,392 $ 34,476 EARNINGS BEFORE INTEREST AND TAXES North America $ 1,190 $ 967 $ 4,064 $ 3,636 Europe, Middle East & Africa 785 713 2,750 2,394 Greater China 702 784 1,754 2,054 Asia Pacific & Latin America 485 478 1,470 1,347 Global Brand Divisions ( 1,160 ) ( 975 ) ( 3,573 ) ( 3,033 ) Converse 164 168 526 504 Corporate ( 696 ) ( 412 ) ( 2,014 ) ( 1,460 ) Interest expense (income), net ( 7 ) 53 22 165 TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES $ 1,477 $ 1,670 $ 4,955 $ 5,277 FEBRUARY 28, MAY 31, (Dollars in millions) 2023 2022 ACCOUNTS RECEIVABLE, NET North America $ 1,718 $ 1,850 Europe, Middle East & Africa 1,392 1,351 Greater China 294 406 Asia Pacific & Latin America (1) 707 664 Global Brand Divisions 81 113 Total NIKE Brand 4,192 4,384 Converse 263 230 Corporate 58 53 TOTAL ACCOUNTS RECEIVABLE, NET $ 4,513 $ 4,667 INVENTORIES North America $ 4,054 $ 4,098 Europe, Middle East & Africa 2,066 1,887 Greater China 1,060 1,044 Asia Pacific & Latin America (1) 957 686 Global Brand Divisions 219 197 Total NIKE Brand 8,356 7,912 Converse 343 279 Corporate 206 229 TOTAL INVENTORIES $ 8,905 $ 8,420 22 Table of Contents FEBRUARY 28, MAY 31, (Dollars in millions) 2023 2022 PROPERTY, PLANT AND EQUIPMENT, NET North America $ 733 $ 639 Europe, Middle East & Africa 966 920 Greater China 293 303 Asia Pacific & Latin America (1) 272 274 Global Brand Divisions 802 789 Total NIKE Brand 3,066 2,925 Converse 39 49 Corporate 1,834 1,817 TOTAL PROPERTY, PLANT AND EQUIPMENT, NET $ 4,939 $ 4,791 (1) Excludes assets held-for-sale as of May 31, 2022. See Note 14 — Acquisitions and Divestitures for additional information. NOTE 13 — CONTINGENCIES In the ordinary course of business, the Company is subject to various legal proceedings, claims and government investigations relating to its business, products and actions of its employees and representatives, including contractual and employment relationships, product liability, antitrust, customs, tax, intellectual property and other matters. The outcome of these legal matters is inherently uncertain, and the Company cannot predict the eventual outcome of currently pending matters, the timing of their ultimate resolution or the eventual losses, fines, penalties or consequences relating to those matters. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter. If one or more legal matters were to be resolved against the Company in a reporting period for amounts above management's expectations, the Company's financial position, operating results and cash flows for that reporting period could be materially adversely affected. In the opinion of management, based on its current knowledge and after consultation with counsel, the Company does not believe any currently pending legal matters will have a material adverse impact on the Company's results of operations, financial position or cash flows, except as described below. BELGIAN CUSTOMS CLAIM The Company has received claims for certain years from the Belgian Customs Authorities for alleged underpaid duties related to products imported beginning in fiscal 2018. The Company disputes these claims and has engaged in the appellate process. At this time, the Company is unable to estimate the range of loss and cannot predict the final outcome as it could take several years to reach a resolution on this matter. If this matter is ultimately resolved against the Company, the amounts owed, including fines, penalties and other consequences relating to the matter, could have a material adverse effect on the Company's results of operations, financial position and cash flows. NOTE 14 — ACQUISITIONS AND DIVESTITURES During the fourth quarter of fiscal 2022, the Company entered into separate definitive agreements to sell its entities in Argentina and Uruguay, as well as its entity in Chile, to third-party distributors. The sale of the Company’s entity in Chile to a third-party distributor was completed during the first quarter of fiscal 2023. The impacts from the transaction were not material to the Company’s Unaudited Condensed Consolidated Financial Statements. The sale of the Company's entities in Argentina and Uruguay to a third-party distributor was completed during the second quarter of fiscal 2023 and the net loss on the sale of these entities totaled approximately $ 550 million. This loss included $ 389 million, recognized primarily in fiscal 2020, largely due to the anticipated release of the cumulative foreign currency translation losses. The remaining loss recognized in fiscal 2023 was due to the devaluation of local currency and cash equivalents included in the transferred assets. Upon completion of the sale, the foreign currency translation losses recorded in Accumulated other comprehensive income (loss) were reclassified to Net income within Other (income) expense, net, on the Unaudited Condensed Consolidated Statements of Comprehensive Income along with the allowance for previously recognized losses recorded in Accrued liabilities. The net loss was classified within Corporate. The net cash proceeds received are reflected within Other investing activities on the Unaudited Condensed Consolidated Statements of Cash Flows. The related assets and liabilities of these entities within the Company’s APLA operating segment were classified as held-for-sale on the Consolidated Balance Sheets within Prepaid expenses and other current assets and Accrued liabilities, respectively, until the transactions closed. As of May 31, 2022, held-for-sale assets were $ 182 million and held-for-sale liabilities were $ 58 million. 23 Table of Contents