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1、FORM 10-KFORM 10-KUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE FISCAL YEAR ENDED MAY 31,2023 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)OF THE SECURITIES EXCHA

2、NGE ACT OF 1934FOR THE TRANSITION PERIOD FROMTO.Commission File No.1-10635 NIKE,Inc.(Exact name of Registrant as specified in its charter)Oregon93-0584541(State or other jurisdiction of incorporation)(IRS Employer Identification No.)One Bowerman Drive,Beaverton,Oregon 97005-6453(Address of principal

3、 executive offices and zip code)(503)671-6453(Registrants telephone number,including area code)SECURITIES REGISTERED PURSUANT TO SECTION 12(B)OF THE ACT:Class B Common StockNKENew York Stock Exchange(Title of each class)(Trading symbol)(Name of each exchange on which registered)SECURITIES REGISTERED

4、 PURSUANT TO SECTION 12(G)OF THE ACT:NONEIndicate by check mark:YESNOif the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.whether the registrant(1)has filed a

5、ll reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.whether the registrant

6、 has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).whether the registrant is a large acceler

7、ated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company,”and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large accelerated filerAccel

8、erated filer Non-accelerated filer Smaller reporting company Emerging growth company if an emerging growth company,if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)of the Exc

9、hange Act.whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued it

10、s audit report.if securities are registered pursuant to Section 12(b)of the Act,whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.whether any of those error corrections are restatements that required

11、 a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).As of November 30,2022,the aggregate market values of

12、 the Registrants Common Stock held by non-affiliates were:Class A$7,831,564,572 Class B136,467,702,472$144,299,267,044 As of July 12,2023,the number of shares of the Registrants Common Stock outstanding were:Class A 304,897,252 Class B 1,225,074,356 1,529,971,608 DOCUMENTS INCORPORATED BY REFERENCE:

13、Parts of Registrants Proxy Statement for the Annual Meeting of Shareholders to be held on September 12,2023,are incorporated by reference into Part III of this report.NIKE,INC.ANNUAL REPORT ON FORM 10-KTABLE OF CONTENTSPAGEPART I1ITEM1.Business1General1Products1Sales and Marketing2Our Markets2Signif

14、icant Customer3Product Research,Design and Development3Manufacturing3International Operations and Trade4Competition5Trademarks and Patents5Human Capital Resources6Available Information and Websites7Information about our Executive Officers8ITEM1A.Risk Factors9ITEM1B.Unresolved Staff Comments24ITEM 2.

15、Properties24ITEM 3.Legal Proceedings24ITEM 4.Mine Safety Disclosures24PART II25ITEM5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities25ITEM 6.Reserved27ITEM 7.Managements Discussion and Analysis of Financial Condition and Results of Operation

16、s28ITEM7A.Quantitative and Qualitative Disclosures about Market Risk49ITEM 8.Financial Statements and Supplementary Data51ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure91ITEM9A.Controls and Procedures91ITEM9B.Other Information91ITEM9C.Disclosure Regarding

17、 Foreign Jurisdictions that Prevent Inspections91PARTIII92(Except for the information set forth under“Information about our Executive Officers”in Item 1 above,Part III is incorporated by reference from the Proxy Statement for the NIKE,Inc.2023 Annual Meeting of Shareholders.)ITEM10.Directors,Executi

18、ve Officers and Corporate Governance92ITEM11.Executive Compensation92ITEM12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters92ITEM13.Certain Relationships and Related Transactions and Director Independence92ITEM14.Principal Accountant Fees and Services92

19、PARTIV93ITEM15.Exhibits and Financial Statement Schedules93ITEM16.Form 10-K Summary97Signatures99 PART IITEM 1.BUSINESSGENERALNIKE,Inc.was incorporated in 1967 under the laws of the State of Oregon.As used in this Annual Report on Form 10-K(this Annual Report),the terms we,us,our,NIKE and the Compan

20、y refer to NIKE,Inc.and its predecessors,subsidiaries and affiliates,collectively,unless the context indicates otherwise.Our principal business activity is the design,development and worldwide marketing and selling of athletic footwear,apparel,equipment,accessories and services.NIKE is the largest s

21、eller of athletic footwear and apparel in the world.We sell our products through NIKE Direct operations,which are comprised of both NIKE-owned retail stores and sales through our digital platforms(also referred to as NIKE Brand Digital),to retail accounts and to a mix of independent distributors,lic

22、ensees and sales representatives in nearly all countries around the world.We also offer interactive consumer services and experiences through our digital platforms.Nearly all of our products are manufactured by independent contractors.Nearly all footwear and apparel products are manufactured outside

23、 the United States,while equipment products are manufactured both in the United States and abroad.All references to fiscal 2023,2022,2021 and 2020 are to NIKE,Inc.s fiscal years ended May 31,2023,2022,2021 and 2020,respectively.Any references to other fiscal years refer to a fiscal year ending on Ma

24、y 31 of that year.PRODUCTSOur NIKE Brand product offerings are aligned around our consumer construct focused on Mens,Womens and Kids.We also design products specifically for the Jordan Brand and Converse.We believe this approach allows us to create products that better meet individual consumer needs

25、 while accelerating our largest growth opportunities.NIKEs athletic footwear products are designed primarily for specific athletic use,although a large percentage of the products are worn for casual or leisure purposes.We place considerable emphasis on innovation and high-quality construction in the

26、 development and manufacturing of our products.Our Mens,Womens and Jordan Brand footwear products currently lead in footwear sales and we expect them to continue to do so.We also sell sports apparel,which features the same trademarks and are sold predominantly through the same marketing and distribu

27、tion channels as athletic footwear.Our sports apparel,similar to our athletic footwear products,is designed primarily for athletic use,although many of the products are worn for casual or leisure purposes,and demonstrates our commitment to innovation and high-quality construction.Our Mens and Womens

28、 apparel products currently lead in apparel sales and we expect them to continue to do so.We often market footwear,apparel and accessories in collections of similar use or by category.We also market apparel with licensed college and professional team and league logos.We sell a line of performance eq

29、uipment and accessories under the NIKE Brand name,including bags,socks,sport balls,eyewear,timepieces,digital devices,bats,gloves,protective equipment and other equipment designed for sports activities.We also sell small amounts of various plastic products to other manufacturers through our wholly-o

30、wned subsidiary,NIKE IHM,Inc.,doing business as Air Manufacturing Innovation.Our Jordan Brand designs,distributes and licenses athletic and casual footwear,apparel and accessories predominantly focused on basketball performance and culture using the Jumpman trademark.Sales and operating results for

31、Jordan Brand products are reported within the respective NIKE Brand geographic operating segments.Our wholly-owned subsidiary brand,Converse,headquartered in Boston,Massachusetts,designs,distributes and licenses casual sneakers,apparel and accessories under the Converse,Chuck Taylor,All Star,One Sta

32、r,Star Chevron and Jack Purcell trademarks.Operating results of the Converse brand are reported on a stand-alone basis.In addition to the products we sell to our wholesale customers and directly to consumers through our NIKE Direct operations,we have also entered into license agreements that permit

33、unaffiliated parties to manufacture and sell,using NIKE-owned trademarks,certain apparel,digital devices and applications and other equipment designed for sports activities.2023 FORM 10-K 1 We also offer interactive consumer services and experiences as well as digital products through our digital pl

34、atforms,including fitness and activity apps;sport,fitness and wellness content;and digital services and features in retail stores that enhance the consumer experience.SALES AND MARKETINGWe experience moderate fluctuations in aggregate sales volume during the year.Historically,revenues in the first a

35、nd fourth fiscal quarters have slightly exceeded those in the second and third fiscal quarters.However,the mix of product sales may vary considerably as a result of changes in seasonal and geographic demand for particular types of footwear,apparel and equipment,as well as other macroeconomic,strateg

36、ic,operating and logistics-related factors.Because NIKE is a consumer products company,the relative popularity and availability of various sports and fitness activities,as well as changing design trends,affect the demand for our products.We must,therefore,respond to trends and shifts in consumer pre

37、ferences by adjusting the mix of existing product offerings,developing new products,styles and categories and influencing sports and fitness preferences through extensive marketing.Failure to respond in a timely and adequate manner could have a material adverse effect on our sales and profitability.

38、This is a continuing risk.Refer to Item 1A.Risk Factors.OUR MARKETSWe report our NIKE Brand operations based on our internal geographic organization.Each NIKE Brand geographic segment operates predominantly in one industry:the design,development,marketing and selling of athletic footwear,apparel and

39、 equipment.The Companys 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.Sales through our NIKE Direct operations are managed within each geographic

40、 operating segment.Converse is also a reportable operating segment and operates predominately in one industry:the design,marketing,licensing and selling of casual sneakers,apparel and accessories.Converse direct to consumer operations,including digital commerce,are reported within the Converse opera

41、ting segment results.UNITED STATES MARKETFor fiscal 2023,NIKE Brand and Converse sales in the United States accounted for approximately 43%of total revenues,compared to 40%and 39%for fiscal 2022 and fiscal 2021,respectively.We sell our products to thousands of retail accounts in the United States,in

42、cluding a mix of footwear stores,sporting goods stores,athletic specialty stores,department stores,skate,tennis and golf shops and other retail accounts.In the United States,we utilize NIKE sales offices to solicit such sales.During fiscal 2023,our three largest United States customers accounted for

43、 approximately 22%of sales in the United States.Our NIKE Direct and Converse direct to consumer operations sell our products to consumers through various digital platforms.In addition,our NIKE Direct and Converse direct to consumer operations sell products through the following number of retail stor

44、es in the United States:U.S.RETAIL STORESNUMBERNIKE Brand factory stores 213 NIKE Brand in-line stores(including employee-only stores)74 Converse stores(including factory stores)82 TOTAL 369 In the United States,NIKE has eight significant distribution centers.Refer to Item 2.Properties for further i

45、nformation.NIKE,INC.2INTERNATIONAL MARKETSFor fiscal 2023,non-U.S.NIKE Brand and Converse sales accounted for approximately 57%of total revenues,compared to 60%and 61%for fiscal 2022 and fiscal 2021,respectively.We sell our products to retail accounts through our own NIKE Direct operations and throu

46、gh a mix of independent distributors,licensees and sales representatives around the world.We sell to thousands of retail accounts and ship products from 67 distribution centers outside of the United States.Refer to Item 2.Properties for further information on distribution facilities outside of the U

47、nited States.During fiscal 2023,NIKEs three largest customers outside of the United States accounted for approximately 14%of total non-U.S.sales.In addition to NIKE-owned and Converse-owned digital commerce platforms in over 40 countries,our NIKE Direct and Converse direct to consumer businesses ope

48、rate the following number of retail stores outside the United States:NON-U.S.RETAIL STORESNUMBERNIKE Brand factory stores 560 NIKE Brand in-line stores(including employee-only stores)49 Converse stores(including factory stores)54 TOTAL 663 SIGNIFICANT CUSTOMERNo customer accounted for 10%or more of

49、our consolidated net Revenues during fiscal 2023.PRODUCT RESEARCH,DESIGN AND DEVELOPMENTWe believe our research,design and development efforts are key factors in our success.Technical innovation in the design and manufacturing process of footwear,apparel and athletic equipment receives continued emp

50、hasis as we strive to produce products that help to enhance athletic performance,reduce injury and maximize comfort,while decreasing our environmental impact.In addition to our own staff of specialists in the areas of biomechanics,chemistry,exercise physiology,engineering,digital technologies,indust

51、rial design,sustainability and related fields,we also utilize research committees and advisory boards made up of athletes,coaches,trainers,equipment managers,orthopedists,podiatrists,physicians and other experts who consult with us and review certain designs,materials and concepts for product and ma

52、nufacturing,design and other process improvements and compliance with product safety regulations around the world.Employee athletes,athletes engaged under sports marketing contracts and other athletes wear-test and evaluate products during the design and development process.As we continue to develop

53、 new technologies,we are simultaneously focused on the design of innovative products and experiences incorporating such technologies throughout our product categories and consumer applications.Using market intelligence and research,our various design teams identify opportunities to leverage new tech

54、nologies in existing categories to respond to consumer preferences.The proliferation of Nike Air,Zoom,Free,Dri-FIT,Flyknit,FlyEase,ZoomX,Air Max,React and Forward technologies,among others,typifies our dedication to designing innovative products.MANUFACTURINGNearly all of our footwear and apparel pr

55、oducts are manufactured outside the United States by independent manufacturers(contract manufacturers),many of which operate multiple factories.We are also supplied,primarily indirectly,by a number of materials,or Tier 2 suppliers,who provide the principal materials used in footwear and apparel fini

56、shed goods products.As of May 31,2023,we had 146 strategic Tier 2 suppliers.As of May 31,2023,our contract manufacturers operated 123 finished goods footwear factories located in 11 countries.For fiscal 2023,NIKE Brand footwear finished goods were manufactured by 15 contract manufacturers,many of wh

57、ich operate multiple factories.The largest single finished goods footwear factory accounted for approximately 9%of total fiscal 2023 NIKE Brand footwear production.For fiscal 2023,factories in Vietnam,Indonesia and China manufactured approximately 50%,27%and 18%of total NIKE Brand footwear,respectiv

58、ely.For fiscal 2023,four footwear contract manufacturers each accounted for greater than 10%of footwear production and in the aggregate accounted for approximately 58%of NIKE Brand footwear production.As of May 31,2023,our contract manufacturers operated 291 finished goods apparel factories located

59、in 31 countries.For fiscal 2023,NIKE Brand apparel finished goods were manufactured by 55 contract manufacturers,many of which operate multiple factories.The largest single finished goods apparel factory accounted for approximately 8%of total fiscal 2023 NIKE Brand apparel production.For fiscal 2023

60、,factories in Vietnam,China and Cambodia manufactured approximately 29%,18%and 16%2023 FORM 10-K 3 of total NIKE Brand apparel,respectively.For fiscal 2023,one apparel contract manufacturer accounted for more than 10%of apparel production,and the top five contract manufacturers in the aggregate acco

61、unted for approximately 52%of NIKE Brand apparel production.NIKEs contract manufacturers buy raw materials for the manufacturing of our footwear,apparel and equipment products.Most raw materials are available and purchased by those contract manufacturers in the countries where manufacturing takes pl

62、ace.The principal materials used in our footwear products are natural and synthetic rubber,plastic compounds,foam cushioning materials,natural and synthetic leather,nylon,polyester and natural fiber textiles,as well as polyurethane films used to make NIKE Air-Sole cushioning components.During fiscal

63、 2023,Air Manufacturing Innovation,a wholly-owned subsidiary,with facilities near Beaverton,Oregon,in Dong Nai Province,Vietnam,and St.Charles,Missouri,as well as contract manufacturers in China and Vietnam,were our suppliers of NIKE Air-Sole cushioning components used in footwear.The principal mate

64、rials used in our apparel products are natural and synthetic fabrics,yarns and threads(both virgin and recycled);specialized performance fabrics designed to efficiently wick moisture away from the body,retain heat and repel rain and/or snow;and plastic and metal hardware.In fiscal 2023,we experience

65、d ongoing supply chain volatility during the first part of the year,which improved gradually during the course of the year.We also experienced higher supply chain network costs primarily due to inflationary pressures during the year.Despite competition for certain materials during fiscal 2023,contra

66、ct manufacturers were able to source sufficient quantities of raw materials for use in our footwear and apparel products.Refer to Item 1A.Risk Factors,for additional discussion of the impact of sourcing risks on our business.Since 1972,Sojitz Corporation of America(Sojitz America),a large Japanese t

67、rading company and the sole owner of our redeemable preferred stock,has performed import-export financing services for us.INTERNATIONAL OPERATIONS AND TRADEOur international operations and sources of supply are subject to the usual risks of doing business abroad,such as the implementation of,or pote

68、ntial changes in,foreign and domestic trade policies,increases in import duties,anti-dumping measures,quotas,safeguard measures,trade restrictions,restrictions on the transfer of funds and,in certain parts of the world,political tensions,instability,conflicts,nationalism and terrorism,and resulting

69、sanctions and other measures imposed in response to such issues.We have not,to date,been materially affected by any such risk but cannot predict the likelihood of such material effects occurring in the future.In recent years,uncertain global and regional economic and political conditions have affect

70、ed international trade and increased protectionist actions around the world.These trends are affecting many global manufacturing and service sectors,and the footwear and apparel industries,as a whole,are not immune.Companies in our industry are facing trade protectionism in many different regions,an

71、d,in nearly all cases,we are working together with industry groups to address trade issues and reduce the impact to the industry,while observing applicable competition laws.Notwithstanding our efforts,protectionist measures have resulted in increases in the cost of our products,and additional measur

72、es,if implemented,could adversely affect sales and/or profitability for NIKE,as well as the imported footwear and apparel industry as a whole.We monitor protectionist trends and developments throughout the world that may materially impact our industry,and we engage in administrative and judicial pro

73、cesses to mitigate trade restrictions.We are actively monitoring actions that may result in additional anti-dumping measures and could affect our industry.We are also monitoring for and advocating against other impediments that may limit or delay customs clearance for imports of footwear,apparel and

74、 equipment.NIKE also advocates for trade liberalization for footwear and apparel in a number of bilateral and multilateral free trade agreements.Changes in,and responses to,U.S.trade policies,including the imposition of tariffs or penalties on imported goods or retaliatory measures by other countrie

75、s,have negatively affected,and could in the future negatively affect,U.S.corporations,including NIKE,with business operations and/or consumer markets in those countries,which could also make it necessary for us to change the way we conduct business,either of which may have an adverse effect on our b

76、usiness,financial condition or our results of operations.In addition,with respect to proposed trade restrictions,we work with a broad coalition of global businesses and trade associations representing a wide variety of sectors to help ensure that any legislation enacted and implemented(i)addresses l

77、egitimate and core concerns,(ii)is consistent with international trade rules and(iii)reflects and considers domestic economies and the important role they may play in the global economic community.Where trade protection measures are implemented,we believe we have the ability to develop,over a period

78、 of time,adequate alternative sources of supply for the products obtained from our present suppliers.If events prevented us from acquiring products from our suppliers in a particular country,our operations could be temporarily disrupted and we could experience an adverse financial impact.However,we

79、believe we could abate any such disruption,and that much of the adverse impact on supply would,therefore,be of a short-term nature,although alternate sources of supply might not be as cost-effective and could have an ongoing adverse impact on profitability.NIKE,INC.4Our international operations are

80、also subject to compliance with the U.S.Foreign Corrupt Practices Act(the FCPA),and other anti-bribery laws applicable to our operations.We source a significant portion of our products from,and have important consumer markets,outside of the United States.We have an ethics and compliance program to a

81、ddress compliance with the FCPA and similar laws by us,our employees,agents,suppliers and other partners.Refer to Item 1A.Risk Factors for additional information on risks relating to our international operations.COMPETITIONThe athletic footwear,apparel and equipment industry is highly competitive on

82、 a worldwide basis.We compete internationally with a significant number of athletic and leisure footwear companies,athletic and leisure apparel companies,sports equipment companies and large companies having diversified lines of athletic and leisure footwear,apparel and equipment,including adidas,An

83、ta,ASICS,Li Ning,lululemon athletica,New Balance,Puma,Under Armour and V.F.Corporation,among others.The intense competition and the rapid changes in technology and consumer preferences in the markets for athletic and leisure footwear and apparel and athletic equipment constitute significant risk fac

84、tors in our operations.Refer to Item 1A.Risk Factors for additional information.NIKE is the largest seller of athletic footwear and apparel in the world.Important aspects of competition in this industry are:Product attributes such as quality;performance and reliability;new product style,design,innov

85、ation and development;as well as consumer price/value.Consumer connection,engagement and affinity for brands and products,developed through marketing,promotion and digital experiences;social media interaction;customer support and service;identification with prominent and influential athletes,influen

86、cers,public figures,coaches,teams,colleges and sports leagues who endorse our brands and use our products and active engagement through sponsored sporting events and clinics.Effective sourcing and distribution of products,with attractive merchandising and presentation at retail,both in-store and on

87、digital platforms.We believe that we are competitive in all of these areas.TRADEMARKS AND PATENTSWe believe that our intellectual property rights are important to our brand,our success and our competitive position.We strategically pursue available protections of these rights and vigorously protect t

88、hem against third-party theft and infringement.We use trademarks on nearly all of our products and packaging,and in our marketing materials,and believe having distinctive marks that are readily identifiable is an important factor in creating a market for our goods,in identifying our brands and the C

89、ompany,and in distinguishing our goods from the goods of others.We consider our NIKE and Swoosh Design trademarks to be among our most valuable assets and we have registered these trademarks in over 190 jurisdictions worldwide.In addition,we own many other trademarks that we use in marketing our pro

90、ducts.We own common law rights in the trade dress of several distinctive shoe designs and elements.For certain trade dress,we have sought and obtained trademark registrations.We have copyright protection in our designs,graphics,software applications,digital goods and other original works.When approp

91、riate,we also obtain registered copyrights.We file for,own and maintain many U.S.and foreign utility and design patents protecting components,technologies,materials,manufacturing techniques,features,functionality,and industrial designs used in and for the manufacture of various athletic,performance,

92、and leisure footwear and apparel,including physical and digital versions thereof,athletic equipment,and digital devices,and related software applications.These patents expire at various times.We believe our success depends upon our capabilities in areas such as design,research and development,produc

93、tion and marketing and is supported and protected by our intellectual property rights,such as trademarks,utility and design patents,copyrights,and trade secrets,among others.We have followed a policy of applying for and registering intellectual property rights in the United States and select foreign

94、 countries on trademarks,inventions,innovations and designs that we deem valuable.We also continue to vigorously protect our intellectual property,including trademarks,patents and trade secrets against third-party infringement and misappropriation.2023 FORM 10-K 5 HUMAN CAPITAL RESOURCESAt NIKE,we c

95、onsider the strength and effective management of our workforce to be essential to the ongoing success of our business.We believe that it is important to attract,develop and retain a diverse and engaged workforce at all levels of our business and that such a workforce fosters creativity and accelerat

96、es innovation.We are focused on building an increasingly diverse talent pipeline that reflects our consumers,athletes and the communities we serve.CULTURE Each employee shapes NIKEs culture through behaviors and practices.This starts with our Maxims,which represent our core values and,along with our

97、 Code of Conduct,feature the fundamental behaviors that help anchor,inform and guide us and apply to all employees.Our mission is to bring inspiration and innovation to every athlete in the world,which includes the belief that if you have a body,you are an athlete.We aim to do this by creating groun

98、dbreaking sport innovations,making our products more sustainably,building a creative and diverse global team,supporting the well-being of our employees and making a positive impact in communities where we live and work.Our mission is aligned with our deep commitment to maintaining an environment whe

99、re all NIKE employees have the opportunity to reach their full potential,to connect to our brands and to shape our workplace culture.We believe providing for growth and retention of our employees is essential in fostering such a culture and are dedicated to giving access to training programs and car

100、eer development opportunities,including trainings on NIKEs values,history and business,trainings on developing leadership skills at all levels,tools and resources for managers and qualified tuition reimbursement opportunities.As part of our commitment to empowering our employees to help shape our cu

101、lture,we source employee feedback through our Engagement Survey program,including several corporate pulse surveys.The program provides every employee throughout the globe an opportunity to provide confidential feedback on key areas known to drive employee engagement,including their satisfaction with

102、 their managers,their work and the Company generally.The program also measures our employees emotional commitment to NIKE as well as NIKEs culture of diversity,equity and inclusion.NIKE also provides multiple points of contact for employees to speak up if they experience something that does not alig

103、n with our values or otherwise violates our workplace policies,even if they are uncertain what they observed or heard is a violation of company policy.As part of our commitment to make a positive impact on our communities,we maintain a goal of investing 2%of our prior fiscal years pre-tax income int

104、o global communities.The focus of this investment continues to be inspiring kids to be active through play and sport as well as uniting and inspiring communities to create a better and more equitable future for all.Our community investments are an important part of our culture in that we also suppor

105、t employees in giving back to community organizations through donations and volunteering,which are matched by the NIKE Foundation where eligible.EMPLOYEE BASEAs of May 31,2023,we had approximately 83,700 employees worldwide,including retail and part-time employees.We also utilize independent contrac

106、tors and temporary personnel to supplement our workforce.None of our employees are represented by a union,except certain employees in the EMEA and APLA geographies are members of and/or represented by trade unions,as allowed or required by local law and/or collective bargaining agreements.Also,in so

107、me countries outside of the United States,local laws require employee representation by works councils(which may be entitled to information and consultation on certain subsidiary decisions)or by organizations similar to a union.In certain European countries,we are required by local law to enter into

108、,and/or comply with,industry-wide or national collective bargaining agreements.NIKE has never experienced a material interruption of operations due to labor disagreements.DIVERSITY,EQUITY AND INCLUSIONDiversity,equity and inclusion(DE&I)is a strategic priority for NIKE and we are committed to having

109、 an increasingly diverse team and culture.We aim to foster an inclusive and accessible workplace through recruitment,development and retention of diverse talent with the goal of expanding representation across all dimensions of diversity over the long term.We remain committed to the targets announce

110、d in fiscal 2021 for the Company to work toward by fiscal 2025,including increasing representation of women in our global corporate workforce and leadership positions,as well as increasing representation of U.S.racial and ethnic minorities in our U.S.corporate workforce and at the Director level and

111、 above.We continue to enhance our efforts to recruit diverse talent through our traditional channels and through initiatives,such as partnerships with athletes and sports-related organizations to create apprenticeship programs and new partnerships with organizations,colleges and universities that se

112、rve diverse populations.Additionally,we are prioritizing DE&I education so that all NIKE employees and leaders have the cultural awareness and understanding to lead inclusively and build diverse and inclusive teams.We also have Employee Networks,collectively known as NikeUNITED,representing various

113、employee groups.NIKE,INC.6Our DE&I focus extends beyond our workforce and includes our communities,which we support in a number of ways.We have committed to investments that aim to address racial inequality and improve diversity and representation in our communities.We also are leveraging our global

114、 scale to accelerate business diversity,including investing in business training programs for women and increasing the proportion of services supplied by minority-owned businesses.COMPENSATION AND BENEFITS NIKEs total rewards are intended to be competitive and equitable,meet the diverse needs of our

115、 global teammates and reinforce our values.We are committed to providing comprehensive,competitive and equitable pay and benefits to our employees,and we have invested,and aim to continue to invest,in our employees through growth and development and holistic well-being initiatives.Our initiatives in

116、 this area include:We are committed to competitive pay and to reviewing our pay and promotion practices annually.We have an annual company bonus plan and a retail-focused bonus plan applicable to all eligible employees.Both programs are focused on rewarding employees for company performance,which we

117、 believe reinforces our culture and rewards behaviors that support collaboration and teamwork.We provide comprehensive family care benefits in the U.S.and globally where practicable,including family planning coverage,backup care and child/elder care assistance as well as an income-based childcare su

118、bsidy for eligible employees.Our Military Leave benefit provides up to 12 weeks of paid time off every 12 months.We offer free access to our Sport Centers at our world headquarters for our full-time employees and North America store employees.We provide employees free access to mindfulness and medit

119、ation resources,as well as live classes through our Sport Centers.We provide all employees and their families globally with free and confidential visits with a mental health counselor through a third-party provider and our global Employee Assistance Program(EAP).We provide support to our employees i

120、n a variety of ways during times of crisis,including pay continuity under certain circumstances,our natural disaster assistance program,and ongoing support for challenges related to the COVID-19 pandemic.We provide a hybrid work approach for the majority of employees,as well as a Four Week Flex,whic

121、h provides employees an opportunity to work from a location of their choice for up to four weeks per year.We offer a Well-Being Week where we close our corporate offices for a full-week in the summer and Well-Being Days for our teammates in our retail stores and distribution centers,and encourage ou

122、r teammates to focus on their well-being.We provide inclusive family planning benefits and transgender healthcare coverage for eligible employees covered on the U.S.Health Plan,including access to both restorative services and personal care.We provide all U.S.employees with unlimited free financial

123、coaching through a third-party provider.Additional information related to our human capital strategy can be found in our FY22 NIKE,Inc.Impact Report,which is available on the Impact section of .Information contained on or accessible through our websites is not incorporated into,and does not form a p

124、art of,this Annual Report or any other report or document we file with the SEC,and any references to our websites are intended to be inactive textual references only.AVAILABLE INFORMATION AND WEBSITESOur NIKE digital commerce website is located at .On our NIKE corporate website,located at ,we post t

125、he following filings as soon as reasonably practicable after they are electronically filed with,or furnished to,the United States Securities and Exchange Commission(the SEC):our annual report on Form 10-K,our quarterly reports on Form 10-Q,our current reports on Form 8-K and any amendments to those

126、reports filed or furnished pursuant to Section 13(a)or 15(d)of the Securities and Exchange Act of 1934,as amended.Our proxy statements are also posted on our corporate website.All such filings on our corporate website are available free of charge.Copies of these filings are also available on the SEC

127、s website at www.sec.gov.Also available on our corporate website are the charters of the committees of our Board of Directors,as well as our corporate governance guidelines and code of ethics.Copies of any of these documents will be provided in print to any shareholder who submits a request in writi

128、ng to NIKE Investor Relations,One Bowerman Drive,Beaverton,Oregon 97005-6453.Information contained on or accessible through our website is not incorporated into,and does not form a part of,this Annual Report or any other report or document we file with the SEC,and any references to our website are i

129、ntended to be inactive textual references only.2023 FORM 10-K 7 INFORMATION ABOUT OUR EXECUTIVE OFFICERSThe executive officers of NIKE,Inc.as of July 20,2023,are as follows:Mark G.Parker,Executive Chairman Mr.Parker,67,is Executive Chairman of the Board of Directors and served as President and Chief

130、 Executive Officer from 2006-January 2020.He has been employed by NIKE since 1979 with primary responsibilities in product research,design and development,marketing and brand management.Mr.Parker was appointed divisional Vice President in charge of product development in 1987,corporate Vice Presiden

131、t in 1989,General Manager in 1993,Vice President of Global Footwear in 1998 and President of the NIKE Brand in 2001.John J.Donahoe II,President and Chief Executive Officer Mr.Donahoe,63,was appointed President and Chief Executive Officer in January 2020 and has been a director since 2014.He brings e

132、xpertise in digital commerce,technology and global strategy.He previously served as President and Chief Executive Officer at ServiceNow,Inc.Prior to joining ServiceNow,Inc.,he served as President and Chief Executive Officer of eBay,Inc.He also held leadership roles at Bain&Company for two decades.Ma

133、tthew Friend,Executive Vice President and Chief Financial Officer Mr.Friend,45,joined NIKE in 2009 and leads the Companys finance,demand&supply management,procurement and global places&services organizations.He joined NIKE as Senior Director of Corporate Strategy and Development,and was appointed Ch

134、ief Financial Officer of Emerging Markets in 2011.In 2014,Mr.Friend was appointed Chief Financial Officer of Global Categories,Product and Functions,and was subsequently appointed Chief Financial Officer of the NIKE Brand in 2016.He was also appointed Vice President of Investor Relations in 2019.Mr.

135、Friend was appointed as Executive Vice President and Chief Financial Officer of NIKE,Inc.in April 2020.Prior to joining NIKE,he worked in the financial industry including roles as VP of investment banking and mergers and acquisitions at Goldman Sachs and Morgan Stanley.Monique S.Matheson,Executive V

136、ice President,Chief Human Resources Officer Ms.Matheson,56,joined NIKE in 1998,with primary responsibilities in the human resources function.She was appointed as Vice President and Senior Business Partner in 2011 and Vice President,Chief Talent and Diversity Officer in 2012.Ms.Matheson was appointed

137、 Executive Vice President,Global Human Resources in 2017.Ann M.Miller,Executive Vice President,Chief Legal Officer Ms.Miller,49,joined NIKE in 2007 and serves as EVP,Chief Legal Officer for NIKE,Inc.In her capacity as Chief Legal Officer,she oversees all legal,compliance,government&public affairs,so

138、cial community impact,security,resilience and investigation matters of the Company.For the past six years,she served as Vice President,Corporate Secretary and Chief Ethics&Compliance Officer.She previously served as Converses General Counsel,and brings more than 20 years of legal and business expert

139、ise to her role.Prior to joining NIKE,Ms.Miller worked at the law firm Sullivan&Cromwell.Heidi ONeill,President,Consumer,Brand&Product Ms.ONeill,58,joined NIKE in 1998 and leads the integration of global Mens,Womens&Kids consumer teams,the entire global product engine and global brand marketing and

140、sports marketing to build deep storytelling,relationships and engagement with the brand.Since joining NIKE,she has held a variety of key roles,including leading NIKEs marketplace and four geographic operating regions,leading NIKE Direct and accelerating NIKEs retail and digital-commerce business and

141、 creating and leading NIKEs Womens business.Prior to NIKE,Ms.ONeill held roles at Levi Strauss&Company and Foote,Cone&Belding.Craig Williams,President,Geographies&Marketplace Mr.Williams,54,joined NIKE in 2019 and leads NIKEs four geographies and marketplace across the NIKE Direct and wholesale busi

142、ness.In addition,he leads the Supply Chain and Logistics organization.Mr.Williams joined NIKE as President of Jordan Brand overseeing a team of designers,product developers,marketers and business leaders.Prior to NIKE,he was Senior Vice President,The Coca-Cola Co.,and President of The McDonalds Divi

143、sion(TMD)Worldwide.Mr.Williams has also held roles at CIBA Vision and Kraft Foods Inc.,and served five years in the U.S.Navy as a Naval Nuclear Power Officer.NIKE,INC.8ITEM 1A.RISK FACTORSSpecial Note Regarding Forward-Looking Statements and Analyst ReportsCertain written and oral statements,other t

144、han purely historic information,including estimates,projections,statements relating to NIKEs business plans,objectives and expected operating or financial results and the assumptions upon which those statements are based,made or incorporated by reference from time to time by NIKE or its representati

145、ves in this Annual Report,other reports,filings with the SEC,press releases,conferences or otherwise,are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934,as amended.Forward-looking statements

146、include,without limitation,any statement that may predict,forecast,indicate or imply future results,performance or achievements,and may contain the words believe,anticipate,expect,estimate,project,will be,will continue,will likely result or words or phrases of similar meaning.Forward-looking stateme

147、nts involve risks and uncertainties which may cause actual results to differ materially from the forward-looking statements.The risks and uncertainties are detailed from time to time in reports filed by NIKE with the SEC,including reports filed on Forms 8-K,10-Q and 10-K,and include,among others,the

148、 following:international,national and local political,civil,economic and market conditions,including high,and increases in,inflation and interest rates;the size and growth of the overall athletic or leisure footwear,apparel and equipment markets;intense competition among designers,marketers,distribu

149、tors and sellers of athletic or leisure footwear,apparel and equipment for consumers and endorsers;demographic changes;changes in consumer preferences;popularity of particular designs,categories of products and sports;seasonal and geographic demand for NIKE products;difficulties in anticipating or f

150、orecasting changes in consumer preferences,consumer demand for NIKE products and the various market factors described above;our ability to execute on our sustainability strategy and achieve our sustainability-related goals and targets,including sustainable product offerings;difficulties in implement

151、ing,operating and maintaining NIKEs increasingly complex information technology systems and controls,including,without limitation,the systems related to demand and supply planning and inventory control;interruptions in data and information technology systems;consumer data security;fluctuations and d

152、ifficulty in forecasting operating results,including,without limitation,the fact that advance orders may not be indicative of future revenues due to changes in shipment timing,the changing mix of orders with shorter lead times,and discounts,order cancellations and returns;the ability of NIKE to sust

153、ain,manage or forecast its growth and inventories;the size,timing and mix of purchases of NIKEs products;increases in the cost of materials,labor and energy used to manufacture products;new product development and introduction;the ability to secure and protect trademarks,patents and other intellectu

154、al property;product performance and quality;customer service;adverse publicity and an inability to maintain NIKEs reputation and brand image,including without limitation,through social media or in connection with brand damaging events;the loss of significant customers or suppliers;dependence on dist

155、ributors and licensees;business disruptions;increased costs of freight and transportation to meet delivery deadlines;increases in borrowing costs due to any decline in NIKEs debt ratings;changes in business strategy or development plans;general risks associated with doing business outside of the Uni

156、ted States,including,without limitation,exchange rate fluctuations,import duties,tariffs,quotas,sanctions,political and economic instability,conflicts and terrorism;the potential impact of new and existing laws,regulations or policy,including,without limitation,tariffs,import/export,trade,wage and h

157、our or labor and immigration regulations or policies;changes in government regulations;the impact of,including business and legal developments relating to,climate change,extreme weather conditions and natural disasters;litigation,regulatory proceedings,sanctions or any other claims asserted against

158、NIKE;the ability to attract and retain qualified employees,and any negative public perception with respect to key personnel or our corporate culture,values or purpose;the effects of NIKEs decision to invest in or divest of businesses or capabilities;health epidemics,pandemics and similar outbreaks,i

159、ncluding the COVID-19 pandemic;and other factors referenced or incorporated by reference in this Annual Report and other reports.Investors should also be aware that while NIKE does,from time to time,communicate with securities analysts,it is against NIKEs policy to disclose to them any material non-

160、public information or other confidential commercial information.Accordingly,shareholders should not assume that NIKE agrees with any statement or report issued by any analyst irrespective of the content of the statement or report.Furthermore,NIKE has a policy against confirming financial forecasts o

161、r projections issued by others.Thus,to the extent that reports issued by securities analysts contain any projections,forecasts or opinions,such reports are not the responsibility of NIKE.Risk FactorsThe risks included here are not exhaustive.Other sections of this Annual Report may include additiona

162、l factors which could adversely affect NIKEs business and financial performance.Moreover,NIKE operates in a very competitive and rapidly changing environment.New risks emerge from time to time and it is not possible for management to predict all such risks,nor can it assess the impact of all such ri

163、sks on NIKEs business or the extent to which any risk,or combination of risks,may cause actual results to differ materially from those contained in any forward-looking statements.Given these risks and uncertainties,investors should not place undue reliance on forward-looking statements as a predicti

164、on of actual results.2023 FORM 10-K 9 Economic and Industry RisksGlobal economic conditions could have a material adverse effect on our business,operating results and financial condition.The uncertain state of the global economy,including high and rising levels of inflation and interest rates and th

165、e risk of a recession,continues to impact businesses around the world.If global economic and financial market conditions deteriorate,the following factors,among others,could have a material adverse effect on our business,operating results and financial condition:Our sales are impacted by discretiona

166、ry spending by consumers.Declines in consumer spending have in the past resulted in and may in the future result in reduced demand for our products,increased inventories,reduced orders from retailers for our products,order cancellations,lower revenues,higher discounts and lower gross margins.In the

167、future,we may be unable to access financing in the credit and capital markets at reasonable rates in the event we find it desirable to do so.We conduct transactions in various currencies,which creates exposure to fluctuations in foreign currency exchange rates relative to the U.S.Dollar.Continued vo

168、latility in the markets and exchange rates for foreign currencies and contracts in foreign currencies has had and could continue to have a significant impact on our reported operating results and financial condition.Continued volatility in the availability and prices for commodities and raw material

169、s we use in our products and in our supply chain(such as cotton or petroleum derivatives)has had and could in the future have a material adverse effect on our costs,gross margins and profitability.In addition,supply chain issues caused by factors including the COVID-19 pandemic and geopolitical conf

170、licts have impacted and may continue to impact the availability,pricing and timing for obtaining commodities and raw materials.If retailers of our products experience declining revenues or experience difficulty obtaining financing in the capital and credit markets to purchase our products,this could

171、 result in reduced orders for our products,order cancellations,late retailer payments,extended payment terms,higher accounts receivable,reduced cash flows,greater expense associated with collection efforts and increased bad debt expense.In the past,certain retailers of our products have experienced

172、severe financial difficulty,become insolvent and ceased business operations,and this could occur in the future,which could negatively impact the sale of our products to consumers.If contract manufacturers of our products or other participants in our supply chain experience difficulty obtaining finan

173、cing in the capital and credit markets to purchase raw materials or to finance capital equipment and other general working capital needs,it may result in delays or non-delivery of shipments of our products.Our products,services and experiences face intense competition.NIKE is a consumer products com

174、pany and the relative popularity of various sports and fitness activities and changing design trends affect the demand for our products,services and experiences.The athletic footwear,apparel and equipment industry is highly competitive both in the United States and worldwide.We compete international

175、ly with a significant number of athletic and leisure footwear companies,athletic and leisure apparel companies,sports equipment companies,private labels and large companies that have diversified lines of athletic and leisure footwear,apparel and equipment.We also compete with other companies for the

176、 production capacity of contract manufacturers that produce our products.In addition,we and our contract manufacturers compete with other companies and industries for raw materials used in our products.Our NIKE Direct operations,both through our digital commerce operations and retail stores,also com

177、pete with multi-brand retailers,which sell our products through their digital platforms and physical stores,and with digital commerce platforms.In addition,we compete with respect to the digital services and experiences we are able to offer our consumers,including fitness and activity apps;sport,fit

178、ness and wellness content and services;and digital services and features in retail stores that enhance the consumer experience.Product offerings,technologies,marketing expenditures(including expenditures for advertising and endorsements),pricing,costs of production,customer service,digital commerce

179、platforms,digital services and experiences and social media presence are areas of intense competition.These,in addition to ongoing rapid changes in technology,a reduction in barriers to the creation of new footwear and apparel companies and consumer preferences in the markets for athletic and leisur

180、e footwear,apparel,and equipment,services and experiences,constitute significant risk factors in our operations.In addition,the competitive nature of retail,including shifts in the ways in which consumers shop,and the continued proliferation of digital commerce,constitutes a risk factor implicating

181、our NIKE Direct and wholesale operations.If we do not adequately and timely anticipate and respond to our competitors,our costs may increase,demand for our products may decline,possibly significantly,or we may need to reduce wholesale or suggested retail prices for our products.NIKE,INC.10Economic f

182、actors beyond our control,and changes in the global economic environment,including fluctuations in inflation and currency exchange rates,could result in lower revenues,higher costs and decreased margins and earnings.A majority of our products are manufactured and sold outside of the United States,an

183、d we conduct purchase and sale transactions in various currencies,which creates exposure to the volatility of global economic conditions,including fluctuations in inflation and foreign currency exchange rates.Central banks may deploy various strategies to combat inflation,including increasing intere

184、st rates,which may impact our borrowing costs.Additionally,there has been,and may continue to be,volatility in currency exchange rates that impact the U.S.Dollar value relative to other international currencies.Our international revenues and expenses generally are derived from sales and operations i

185、n foreign currencies,and these revenues and expenses are affected by currency fluctuations,specifically amounts recorded in foreign currencies and translated into U.S.Dollars for consolidated financial reporting,as weakening of foreign currencies relative to the U.S.Dollar adversely affects the U.S.

186、Dollar value of the Companys foreign currency-denominated sales and earnings.Currency exchange rate fluctuations could also disrupt the business of the independent manufacturers that produce our products by making their purchases of raw materials more expensive and more difficult to finance.Foreign

187、currency fluctuations have adversely affected and could continue to have an adverse effect on our results of operations and financial condition.We hedge certain foreign currency exposures to lessen and delay,but not to completely eliminate,the effects of foreign currency fluctuations on our financia

188、l results.Since the hedging activities are designed to lessen volatility,they not only reduce the negative impact of a stronger U.S.Dollar or other trading currency,but they also reduce the positive impact of a weaker U.S.Dollar or other trading currency.Our future financial results have in the past

189、 been and could in the future be significantly affected by the value of the U.S.Dollar in relation to the foreign currencies in which we conduct business.The degree to which our financial results are affected for any given time period will depend in part upon our hedging activities.We may be adverse

190、ly affected by the financial health of our wholesale customers.We extend credit to our customers based on an assessment of a customers financial condition,generally without requiring collateral.To assist in the scheduling of production and the shipping of our products,we offer certain customers the

191、opportunity to place orders five to six months ahead of delivery under our futures ordering program.These advance orders may be canceled under certain conditions,and the risk of cancellation increases when dealing with financially unstable retailers or retailers struggling with economic uncertainty.

192、In the past,some customers have experienced financial difficulties up to and including bankruptcies,which have had an adverse effect on our sales,our ability to collect on receivables and our financial condition.When the retail economy weakens or as consumer behavior shifts,retailers tend to be more

193、 cautious with orders.A slowing or changing economy in our key markets,including a recession,could adversely affect the financial health of our customers,which in turn could have an adverse effect on our results of operations and financial condition.In addition,product sales are dependent in part on

194、 high quality merchandising and an appealing retail environment to attract consumers,which requires continuing investments by retailers.Retailers that experience financial difficulties may fail to make such investments or delay them,resulting in lower sales and orders for our products.Climate change

195、 and other sustainability-related matters,or legal,regulatory or market responses thereto,may have an adverse impact on our business and results of operations.There are concerns that increased levels of carbon dioxide and other greenhouse gases in the atmosphere have caused,and may continue to cause

196、,potentially at a growing rate,increases in global temperatures,changes in weather patterns and increasingly frequent and/or prolonged extreme weather and climate events.Climate change may also exacerbate challenges relating to the availability and quality of water and raw materials,including those

197、used in the production of our products,and may result in changes in regulations or consumer preferences,which could in turn affect our business,operating results and financial condition.For example,there has been increased focus by governmental and non-governmental organizations,consumers,customers,

198、employees and other stakeholders on products that are sustainably made and other sustainability matters,including responsible sourcing and deforestation,the use of plastic,energy and water,the recyclability or recoverability of packaging and materials transparency,any of which may require us to incu

199、r increased costs for additional transparency,due diligence and reporting.In addition,federal,state or local governmental authorities in various countries have proposed,and are likely to continue to propose,legislative and regulatory initiatives to reduce or mitigate the impacts of climate change on

200、 the environment.Various countries and regions are following different approaches to the regulation of climate change,which could increase the complexity of,and potential cost related to complying with,such regulations.Any of the foregoing may require us to make additional investments in facilities

201、and equipment,may impact the availability and cost of key raw materials used in the production of our products or the demand for our products,and,in turn,may adversely impact our business,operating results and financial condition.Although we have announced sustainability-related goals and targets,th

202、ere can be no assurance that our stakeholders will agree with our strategies,and any perception,whether or not valid,that we have failed to achieve,or to act responsibly with respect to,such matters or to effectively respond to new or additional legal or regulatory requirements regarding climate cha

203、nge,could result in adverse publicity and adversely affect our business and reputation.Execution of these strategies and achievement of our goals is subject to risks and uncertainties,many of which are outside of our control.These risks and uncertainties include,but are not 2023 FORM 10-K 11 limited

204、 to,our ability to execute our strategies and achieve our goals within the currently projected costs and the expected timeframes;the availability and cost of raw materials and renewable energy;unforeseen production,design,operational and technological difficulties;the outcome of research efforts and

205、 future technology developments,including the ability to scale projects and technologies on a commercially competitive basis such as carbon sequestration and/or other related processes;compliance with,and changes or additions to,global and regional regulations,taxes,charges,mandates or requirements

206、relating to greenhouse gas emissions,carbon costs or climate-related goals;adapting products to customer preferences and customer acceptance of sustainable supply chain solutions;and the actions of competitors and competitive pressures.As a result,there is no assurance that we will be able to succes

207、sfully execute our strategies and achieve our sustainability-related goals,which could damage our reputation and customer and other stakeholder relationships and have an adverse effect on our business,results of operations and financial condition.Extreme weather conditions and natural disasters coul

208、d negatively impact our operating results and financial condition.Given the broad and global scope of our operations,we are particularly vulnerable to the physical risks of climate change,such as shifts in weather patterns.Extreme weather conditions in the areas in which our retail stores,suppliers,

209、manufacturers,customers,distribution centers,offices,headquarters and vendors are located could adversely affect our operating results and financial condition.Moreover,natural disasters such as earthquakes,hurricanes,wildfires,tsunamis,floods or droughts,whether occurring in the United States or abr

210、oad,and their related consequences and effects,including energy shortages and public health issues,have in the past temporarily disrupted,and could in the future disrupt,our operations,the operations of our vendors,manufacturers and other suppliers or have in the past resulted in,and in the future c

211、ould result in,economic instability that may negatively impact our operating results and financial condition.In particular,if a natural disaster or severe weather event were to occur in an area in which we or our suppliers,manufacturers,employees,customers,distribution centers or vendors are located

212、,our continued success would depend,in part,on the safety and availability of the relevant personnel and facilities and proper functioning of our or third parties computer,network,telecommunication and other systems and operations.In addition,a natural disaster or severe weather event could negative

213、ly impact retail traffic to our stores or stores that carry our products and could have an adverse impact on consumer spending,any of which could in turn result in negative point-of-sale trends for our merchandise.Further,climate change may increase both the frequency and severity of extreme weather

214、 conditions and natural disasters,which may affect our business operations,either in a particular region or globally,as well as the activities of our third-party vendors and other suppliers,manufacturers and customers.We believe the diversity of locations in which we operate,our operational size,dis

215、aster recovery and business continuity planning and our information technology systems and networks,including the Internet and third-party services(Information Technology Systems),position us well,but may not be sufficient for all or for concurrent eventualities.If we were to experience a local or r

216、egional disaster or other business continuity event or concurrent events,we could experience operational challenges,in particular depending upon how a local or regional event may affect our human capital across our operations or with regard to particular aspects of our operations,such as key executi

217、ve officers or personnel.For example,our world headquarters is located in an active seismic zone,which is at a higher risk for earthquakes and the related consequences or effects.Further,if we are unable to find alternative suppliers,replace capacity at key manufacturing or distribution locations or

218、 quickly repair damage to our Information Technology Systems or supply systems,we could be late in delivering,or be unable to deliver,products to our customers.These events could result in reputational damage,lost sales,cancellation charges or markdowns,all of which could have an adverse effect on o

219、ur business,results of operations and financial condition.Our financial condition and results of operations have been,and could in the future be,adversely affected by a pandemic,epidemic or other public health emergency.Pandemics,including the COVID-19 pandemic,and other public health emergencies,an

220、d preventative measures taken to contain or mitigate such crises have caused,and may in the future cause,business slowdown or shutdown in affected areas and significant disruption in the financial markets,both globally and in the United States.These events have led to and could again lead to adverse

221、 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 b

222、y changes in the mix of earnings across our jurisdictions.We cannot predict whether,and to what degree,our sales,operations and financial results could in the future be affected by the pandemic and preventative measures.Risks presented by pandemics and other public health emergencies include,but are

223、 not limited to:Deterioration in economic conditions in the United States and globally,including the effect of prolonged periods of inflation on our consumers and vendors;Disruption to our distribution centers,contract manufacturers,finished goods factories and other vendors,through the effects of f

224、acility closures,increased operating costs,reductions in operating hours,labor shortages,and real time changes in operating procedures,such as additional cleaning and disinfection procedures,which have had,and could in the future again have,a significant impact on our planned inventory production an

225、d distribution,including higher inventory levels or inventory shortages in various markets;NIKE,INC.12 Impacts to our distribution and logistics providers ability to operate,including labor and container shortages,and increases in their operating costs.These supply chain effects have had,and could i

226、n the future have,an adverse effect on our ability to meet consumer demand,including digital demand,and have in the past resulted in and could in the future result in extended inventory transit times and an increase in our costs of production and distribution,including increased freight and logistic

227、s costs and other expenses;Decreased retail traffic as a result of store closures,reduced operating hours,social distancing restrictions and/or changes in consumer behavior;Reduced consumer demand for our products,including as a result of a rise in unemployment rates,higher costs of borrowing,inflat

228、ion and diminished consumer confidence;Cancellation or postponement of sports seasons and sporting events in multiple countries,and bans on large public gatherings,which have reduced and in the future could reduce consumer spending on our products and could impact the effectiveness of our arrangemen

229、ts with key endorsers;The risk that any safety protocols in NIKE-owned or affiliated facilities,including our offices,will not be effective or not be perceived as effective,or that any virus-related illnesses will be linked or alleged to be linked to such facilities,whether accurate or not;Increment

230、al costs resulting from the adoption of preventative measures and compliance with regulatory requirements,including providing facial coverings and hand sanitizer,rearranging operations to follow social distancing protocols,conducting temperature checks,testing and undertaking regular and thorough di

231、sinfecting of surfaces;Bankruptcies or other financial difficulties facing our wholesale customers,which could cause them to be unable to make or delay making payments to us,or result in revised payment terms,cancellation or reduction of their orders;and Significant disruption of and volatility in g

232、lobal financial markets,which could have a negative impact on our ability to access capital in the future.We cannot reasonably predict the ultimate impact of any pandemic or public health emergency,including the extent of any adverse impact on our business,results of operations and financial conditi

233、on,which will depend on,among other things,the duration and spread of the pandemic or public health emergency,the impact of governmental regulations that have been,and may continue to be,imposed in response,the effectiveness of actions taken to contain or mitigate the outbreak,the availability,safet

234、y and efficacy of vaccines,including against emerging variants of the infectious disease,and global economic conditions.Additionally,disruptions have in the past made it more challenging to compare our performance,including our revenue growth and overall profitability,across quarters and fiscal year

235、s,and could have this effect in the future.Any pandemic or public health emergency may also affect our business,results of operations or financial condition in a manner that is not presently known to us or that we currently do not consider to present significant risks and may also exacerbate,or occu

236、r concurrently with,other risks discussed in this Item 1A.Risk Factors,any of which could have a material effect on us.Business and Operational RisksFailure to maintain our reputation,brand image and culture could negatively impact our business.Our iconic brands have worldwide recognition,and our su

237、ccess depends on our ability to maintain and enhance our brand image and reputation.Maintaining,promoting and growing our brands will depend on our design and marketing efforts,including advertising and consumer campaigns,product innovation and product quality.Our commitment to product innovation,qu

238、ality and sustainability,and our continuing investment in design(including materials),marketing and sustainability measures may not have the desired impact on our brand image and reputation.In addition,our success in maintaining,extending and expanding our brand image depends on our ability to adapt

239、 to a rapidly changing media and digital environment,including our reliance on social media and other digital advertising networks,and digital dissemination of advertising campaigns on our digital platforms and through our digital experiences and products.We could be adversely impacted if we fail to

240、 achieve any of these objectives.Our brand value also depends on our ability to maintain a positive consumer perception of our corporate integrity,purpose and brand culture.Negative claims or publicity involving us,our culture and values,our products,services and experiences,consumer data,or any of

241、our key employees,endorsers,sponsors,suppliers or partners could seriously damage our reputation and brand image,regardless of whether such claims are accurate.For example,while we require our suppliers of our products to operate their business in compliance with applicable laws and regulations,we d

242、o not control their practices.Negative publicity relating to a violation or an alleged violation of policies or laws by such suppliers could damage our brand image and diminish consumer trust in our brand.Further,our reputation and brand image could be damaged as a result of our support of,associati

243、on with or lack of support or disapproval of certain social causes,as well as any decisions we make to continue to conduct,or change,certain of our activities in response to such considerations.Social media,which accelerates and potentially amplifies the scope of negative publicity,can increase the

244、challenges of responding to negative claims.Adverse publicity about regulatory or legal action against us,or by us,could also damage our reputation and brand image,undermine consumer confidence in us and reduce long-term demand for our products,even if the regulatory or legal action is unfounded or

245、not material to our operations.If 2023 FORM 10-K 13 the reputation,culture or image of any of our brands is tarnished or if we receive negative publicity,then our sales,financial condition and results of operations could be materially and adversely affected.Our business is affected by seasonality,wh

246、ich could result in fluctuations in our operating results.We experience moderate fluctuations in aggregate sales volume during the year.Historically,revenues in the first and fourth fiscal quarters have slightly exceeded those in the second and third fiscal quarters.However,the mix of product sales

247、may vary considerably from time to time or in the future as a result of strategic shifts in our business and seasonal or geographic demand for particular types of footwear,apparel and equipment and in connection with the timing of significant sporting events,such as the NBA Finals,Olympics or the Wo

248、rld Cup,among others.In addition,our customers may cancel orders,change delivery schedules or change the mix of products ordered with minimal notice.As a result,we may not be able to accurately predict our quarterly sales.Accordingly,our results of operations are likely to fluctuate significantly fr

249、om period to period.This seasonality,along with other factors that are beyond our control,including economic conditions,changes in consumer preferences,weather conditions,outbreaks of disease,social or political unrest,availability of import quotas,transportation disruptions and currency exchange ra

250、te fluctuations,has in the past adversely affected and could in the future adversely affect our business and cause our results of operations to fluctuate.Our operating margins are also sensitive to a number of additional factors that are beyond our control,including manufacturing and transportation

251、costs,shifts in product sales mix and geographic sales trends,all of which we expect to continue.Results of operations in any period should not be considered indicative of the results to be expected for any future period.If we are unable to anticipate consumer preferences and develop new products,we

252、 may not be able to maintain or increase our revenues and profits.Our success depends on our ability to identify,originate and define product trends as well as to anticipate,gauge and react to changing consumer demands in a timely manner.However,lead times for many of our products may make it more d

253、ifficult for us to respond rapidly to new or changing product trends or consumer preferences.All of our products are subject to changing consumer preferences that cannot be predicted with certainty.Our new products may not receive consumer acceptance as consumer preferences could shift rapidly to di

254、fferent types of performance products or away from these types of products altogether,and our future success depends in part on our ability to anticipate and respond to these changes.If we fail to anticipate accurately and respond to trends and shifts in consumer preferences by adjusting the mix of

255、existing product offerings,developing new products,designs,styles and categories,and influencing sports and fitness preferences through extensive marketing,we could experience lower sales,excess inventories or lower profit margins,any of which could have an adverse effect on our results of operation

256、s and financial condition.In addition,we market our products globally through a diverse spectrum of advertising and promotional programs and campaigns,including social media and other digital advertising networks.If we do not successfully market our products or if advertising and promotional costs i

257、ncrease,these factors could have an adverse effect on our business,financial condition and results of operations.We rely on technical innovation and high-quality products to compete in the market for our products.Technical innovation and quality control in the design and manufacturing processes of f

258、ootwear,apparel,equipment and other products and services are essential to the commercial success of our products and development of new products.Research and development play a key role in technical innovation.We rely upon specialists in the fields of biomechanics,chemistry,exercise physiology,engi

259、neering,digital technologies,industrial design,sustainability and related fields,as well as research committees and advisory boards made up of athletes,coaches,trainers,equipment managers,orthopedists,podiatrists and other experts to develop and test cutting-edge performance products.While we strive

260、 to produce products that help to enhance athletic performance and reduce injury and maximize comfort,if we fail to introduce technical innovation in our products,consumer demand for our products could decline,and if we experience problems with the quality of our products,we may incur substantial ex

261、pense to remedy the problems and loss of consumer confidence.Failure to continue to obtain or maintain high-quality endorsers of our products could harm our business.We establish relationships with professional athletes,sports teams and leagues,as well as other public figures,including artists,desig

262、ners and influencers,to develop,evaluate and promote our products,as well as establish product authenticity with consumers.However,as competition in our industry has increased,the costs associated with establishing and retaining such sponsorships and other relationships have increased,and competitio

263、n to attract and retain high-quality endorsers has increased.If we are unable to maintain our current associations with professional athletes,sports teams and leagues,or other public figures,or to do so at a reasonable cost,we could lose the high visibility or on-field authenticity associated with o

264、ur products,and we may be required to modify and substantially increase our marketing investments.As a result,our brands,net revenues,expenses and profitability could be harmed.Furthermore,if certain endorsers were to stop using our products contrary to their endorsement agreements,our business coul

265、d be adversely affected.In addition,actions taken or statements made by athletes,teams or leagues,or other endorsers,associated with our products or brand that harm the reputations of those athletes,teams or leagues,or endorsers,or our decisions to cease collaborating with certain endorsers in light

266、 of actions taken or statements made by them,have in the past harmed and could in the future seriously harm our brand image with consumers and,as a result,could have an adverse effect on NIKE,INC.14our sales and financial condition.Poor or non-performance by our endorsers,a failure to continue to co

267、rrectly identify promising athletes,public figures or sports organizations,to use and endorse our products and brand or a failure to enter into cost-effective endorsement arrangements with prominent athletes,public figures and sports organizations could adversely affect our brand,sales and profitabi

268、lity.Failure to accurately forecast consumer demand could lead to excess inventories or inventory shortages,which could result in decreased operating margins,reduced cash flows and harm to our business.To meet anticipated demand for our products,we purchase products from manufacturers outside of our

269、 futures ordering program and in advance of customer orders,which we hold in inventory and resell to customers.There is a risk we may be unable to sell excess products ordered from manufacturers.Inventory levels in excess of customer demand may result in inventory write-downs,and the sale of excess

270、inventory at discounted prices could significantly impair our brand image and have an adverse effect on our operating results,financial condition and cash flows.Conversely,if we underestimate consumer demand for our products or if our manufacturers fail to supply products we require at the time we n

271、eed them,we may experience inventory shortages.Inventory shortages could delay shipments to customers,negatively impact retailer,distributor and consumer relationships and diminish brand loyalty.The difficulty in forecasting demand also makes it difficult to estimate our future results of operations

272、,financial condition and cash flows from period to period.A failure to accurately predict the level of demand for our products could adversely affect our net revenues and net income,and we are unlikely to forecast such effects with any certainty in advance.Our NIKE Direct operations have required an

273、d will continue to require a substantial investment and commitment of resources and are subject to numerous risks and uncertainties.Our NIKE Direct operations,including our retail stores and digital platforms,have required and will continue to require significant investment.Our NIKE Direct stores ha

274、ve required and will continue to require substantial fixed investment in equipment and leasehold improvements and personnel.We have entered into substantial operating lease commitments for retail space.Certain stores have been designed and built to serve as high-profile venues to promote brand aware

275、ness and marketing activities and to integrate with our digital platforms.Because of their unique design and technological elements,locations and size,these stores require substantially more investment than other stores.Due to the high fixed-cost structure associated with our NIKE Direct retail stor

276、es,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

277、costs.Many factors unique to retail operations,some of which are beyond our control,pose risks and uncertainties.Risks include,but are not limited to:credit card fraud;mismanagement of existing retail channel partners;inability to manage costs associated with store construction and operation;and the

278、ft.In addition,we have made significant investments in digital technologies and information systems for the digital aspect of our NIKE Direct operations,and our digital offerings will require continued investment in the development and upgrading of our technology platforms.In order to deliver high-q

279、uality digital experiences,our digital platforms must be designed effectively and work well with a range of other technologies,systems,networks,and standards that we do not control.We may not be successful in developing platforms that operate effectively with these technologies,systems,networks or s

280、tandards.A growing portion of consumers access our NIKE Direct digital platforms,but in the event that it is more difficult for consumers to access and use our digital platforms,consumers find that our digital platforms do not effectively meet their needs or expectations or consumers choose not to a

281、ccess or use our digital platforms or use devices that do not offer access to our platforms,the success of our NIKE Direct operations could be adversely impacted.Our competitors may develop,or have already developed,digital experiences,features,content,services or technologies that are similar to ou

282、rs or that achieve greater acceptance.We may not realize a satisfactory return on our investment in our NIKE Direct operations and managements attention from our other business opportunities could be diverted,which could have an adverse effect on our business,financial condition or results of operat

283、ions.If the technology-based systems that give our consumers the ability to shop or interact with us online do not function effectively,our operating results,as well as our ability to grow our digital commerce business globally or to retain our customer base,could be materially adversely affected.Ma

284、ny of our consumers shop with us through our digital platforms.Increasingly,consumers are using mobile-based devices and applications to shop online with us and with our competitors,and to do comparison shopping,as well as to engage with us and our competitors through digital services and experience

285、s that are offered on mobile platforms.We use social media and proprietary mobile applications to interact with our consumers and as a means to enhance their shopping experience.Any failure on our part to provide attractive,effective,reliable,secure and user-friendly digital commerce platforms that

286、offer a wide assortment of merchandise with rapid delivery options and that continually meet the changing expectations of online shoppers or any failure to provide attractive digital experiences to our customers could place us at a competitive disadvantage,result in the loss of digital commerce and

287、other sales,harm our reputation with consumers,have a material adverse impact on the growth of our digital commerce business globally and have a material adverse impact on our business and results of operations.In 2023 FORM 10-K 15 addition,as use of our digital platforms continues to grow,we will n

288、eed an increasing amount of technical infrastructure to continue to satisfy our consumers needs.If we fail to continue to effectively scale and adapt our digital platforms to accommodate increased consumer demand,our business may be subject to interruptions,delays or failures and consumer demand for

289、 our products and digital experiences could decline.Risks specific to our digital commerce business also include diversion of sales from our and our retailers brick and mortar stores,difficulty in recreating the in-store experience through direct channels and liability for online content.Our failure

290、 to successfully respond to these risks might adversely affect sales in our digital commerce business,as well as damage our reputation and brands.We rely significantly on information technology to operate our business,including our supply chain and retail operations,and any failure,inadequacy or int

291、erruption of that technology could harm our ability to effectively operate our business.We are heavily dependent on Information Technology Systems,across our supply chain,including product design,production,forecasting,ordering,manufacturing,transportation,sales and distribution,as well as for proce

292、ssing financial information for external and internal reporting purposes,retail operations and other business activities.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.F

293、or example,our ability to effectively manage and maintain our inventory and to ship products to customers on a timely basis depends significantly on the reliability of these Information Technology Systems.Over a number of years,we have implemented Information Technology Systems in all of the geograp

294、hical regions in which we operate.Our work to integrate,secure and enhance these systems and related processes in our global operations is ongoing and NIKE will continue to invest in these efforts.We cannot provide assurance,however,that the measures we take to secure and enhance these systems will

295、be sufficient to protect our Information Technology Systems and prevent cyber-attacks,system failures or data or information loss.The failure of these systems to operate effectively,including as a result of security breaches,viruses,hackers,malware,natural disasters,vendor business interruptions or

296、other causes,failure to properly maintain,protect,repair or upgrade systems,or problems with transitioning to upgraded or replacement systems could cause delays in product fulfillment and reduced efficiency of our operations,could require significant capital investments to remediate the problem whic

297、h may not be sufficient to cover all eventualities,and may have an adverse effect on our reputation,results of operations and financial condition.In addition,the use of employee-owned devices for communications as well as hybrid work arrangements,present additional operational risks to our Informati

298、on Technology Systems,including,but not limited to,increased risks of cyber-attacks.Further,like other companies in the retail industry,we have in the past experienced,and we expect to continue to experience,cyber-attacks,including phishing,and other attempts to breach,or gain unauthorized access to

299、,our systems.To date,these attacks have not had a material impact on our operations,but we cannot provide assurance that they will not have an impact in the future.We also use Information Technology Systems to process financial information and results of operations for internal reporting purposes an

300、d to comply with regulatory financial reporting,legal and tax requirements.From time to time,we have expended,and expect to continue to expend,significant resources to modify,update and enhance our Information Technology Systems and to investigate and remediate vulnerabilities or other exposures.The

301、se modifications,updates and enhancements may cost more than initially expected and may not be effective in preventing issues and disruptions.Moreover,due to the complexity of our Information Technology Systems,the process of implementing modifications or enhancements can itself create a risk of sys

302、tems disruptions and security issues.If Information Technology Systems suffer severe damage,disruption or shutdown and our business continuity plans,or those of our vendors,do not effectively resolve the issues in a timely manner,we could experience delays in reporting our financial results,which co

303、uld result in lost revenues and profits,as well as reputational damage.Furthermore,we depend on Information Technology Systems and personal data collection for digital marketing,digital commerce,consumer engagement and the marketing and use of our digital products and services.We also rely on our ab

304、ility to engage in electronic communications throughout the world between and among our employees as well as with other third parties,including customers,suppliers,vendors and consumers.Any interruption in Information Technology Systems may impede our ability to engage in the digital space and resul

305、t in lost revenues,damage to our reputation,and loss of users.We are subject to the risk our licensees may not generate expected sales or maintain the value of our brands.We currently license,and expect to continue licensing,certain of our proprietary rights,such as trademarks or copyrighted materia

306、l,to third parties.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,bot

307、h directly from reduced royalties received and indirectly from reduced sales of our other products.We also rely on our licensees to help preserve the value of our brands.Although we attempt to protect our brands through approval rights over the design,production processes,quality,packaging,merchandi

308、sing,distribution,advertising and promotion of our licensed products,we cannot completely control the use of our licensed brands by our licensees.The misuse of a brand by or negative publicity involving a licensee could have a material adverse effect on that brand and on us.NIKE,INC.16Consolidation

309、of retailers or concentration of retail market share among a few retailers may increase and concentrate our credit risk and impair our ability to sell products.The athletic footwear,apparel and equipment retail markets in some countries are dominated by a few large athletic footwear,apparel and equi

310、pment retailers with many stores and accelerating digital commerce capabilities.The market shares of these retailers may increase through acquisitions and construction of additional stores and investments in digital capacity,and as a result of attrition as struggling retailers exit the market.Consol

311、idation of our retailers will concentrate our credit risk with a smaller set of retailers,any of whom may experience declining sales or a shortage of liquidity.In addition,increasing market share concentration among a few retailers in a particular country or region increases the risk that if any one

312、 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.If one or more of our counterparty financial institutions default on their obligations to us or fail,we may incur signifi

313、cant losses.As part of our hedging activities,we enter into transactions involving derivative financial instruments,which may include forward contracts,commodity futures contracts,option contracts,collars and swaps with various financial institutions.In addition,we have significant amounts of cash,c

314、ash equivalents and other investments on deposit or in accounts with banks or other financial institutions in the United States and abroad.As a result,we are exposed to the risk of default by or failure of counterparty financial institutions.The risk of counterparty default or failure may be heighte

315、ned during economic downturns and periods of uncertainty in the financial markets.If one of our counterparties were to become insolvent or file for bankruptcy,our ability to recover losses incurred as a result of default,or our assets deposited or held in accounts with such counterparty,may be limit

316、ed by the counterpartys liquidity or the applicable laws governing the insolvency or bankruptcy proceedings.In the event of default or failure of one or more of our counterparties,we could incur significant losses,which could negatively impact our results of operations and financial condition.We rel

317、y on a concentrated source base of contract manufacturers to supply a significant portion of our footwear products.As of May 31,2023,our contract manufacturers operated 123 finished goods footwear factories located in 11 countries.We rely upon contract manufacturers,which we do not own or operate,to

318、 manufacture all of the footwear products we sell.For fiscal 2023,four footwear contract manufacturers each accounted for greater than 10%of footwear production and in the aggregate accounted for approximately 58%of NIKE Brand footwear production.Our ability to meet our customers needs depends on ou

319、r ability to maintain a steady supply of products from our contract manufacturers.If one or more of our significant suppliers were to sever their relationship with us or significantly alter the terms of our relationship,including due to changes in applicable trade policies,or be unable to perform,we

320、 may not be able to obtain replacement products in a timely manner,which could have a material adverse effect on our business operations,sales,financial condition or results of operations.Additionally,if any of our primary footwear contract manufacturers fail to make timely shipments,do not meet our

321、 quality standards or otherwise fail to deliver us product in accordance with our plans,there could be a material adverse effect on our results of operations.Certain of our footwear contract manufacturers are highly specialized and only produce a specific type of product.Such contract manufacturers

322、may go out of business if consumer preferences or market conditions change such that there is no longer sufficient demand for the types of products they produce.If,in the future,the relevant products are again in demand and the specialized contract manufacturers no longer exist,we may not be able to

323、 locate replacement facilities to manufacture certain footwear products in a timely manner or at all,which could have a material adverse effect on our sales,financial condition or results of operations.The market for prime real estate is competitive.Our ability to effectively obtain real estate to o

324、pen new retail stores and otherwise conduct our operations,both domestically and internationally,depends on the availability of real estate that meets our criteria for traffic,square footage,co-tenancies,lease economics,demographics and other factors.We also must be able to effectively renew our exi

325、sting real estate leases.In addition,from time to time,we seek to downsize,consolidate,reposition or close some of our real estate locations,which may require modification of an existing lease.Failure to secure adequate new locations or successfully modify leases for existing locations,or failure to

326、 effectively manage the profitability of our existing fleet of retail stores,could have an adverse effect on our operating results and financial condition.Additionally,the economic environment may make it difficult to determine the fair market rent of real estate properties domestically and internat

327、ionally.This could impact the quality of our decisions to exercise lease options at previously negotiated rents and to renew expiring leases at negotiated rents.Any adverse effect on the quality of these decisions could impact our ability to retain real estate locations adequate to meet our targets

328、or efficiently manage the profitability of our existing fleet of stores,which could have an adverse effect on our operating results and financial condition.2023 FORM 10-K 17 The success of our business depends,in part,on high-quality employees,including key personnel as well as our ability to mainta

329、in our workplace culture and values.Our success depends in part on the continued service of high-quality employees,including key executive officers and personnel.The loss of the services of key individuals,or any negative perception with respect to these individuals,or our workplace culture or value

330、s,could harm our business.Our success also depends on our ability to recruit,retain and engage our personnel sufficiently,both to maintain our current business and to execute our strategic initiatives.Competition for employees in our industry is intense and we may not be successful in attracting and

331、 retaining such personnel.Changes to our current and future work models may not meet the needs or expectations of our employees or may not be perceived as favorable compared to other companies policies,which could negatively impact our ability to attract,hire and retain our employees.In addition,shi

332、fts in U.S.immigration policy could negatively impact our ability to attract,hire and retain highly skilled employees who are from outside the United States.We also believe that our corporate culture has been a key driver of our success,and we have invested substantial time and resources in building

333、,maintaining and evolving our culture.Any failure to preserve and evolve our culture could negatively affect our future success,including our ability to retain and recruit employees.Our business operations and financial performance could be adversely affected by changes in our relationship with our workforce or changes to United States or foreign employment regulations.We have significant exposure