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Notice of Annual Meetingof ShareholdersSeptember 20, 2012To the Shareholders of NIKE, Inc.The annual meeting of shareholders of NIKE, Inc., an Oregon corporation, will be held on Thursday,September 20, 2012, at 10:00 A.M., at the Tiger Woods Conference Center, One Bowerman Drive,Beaverton, Oregon 97005-6453, for the following purposes:1. To elect a Board of Directors for the ensuing year.2. To hold an advisory vote to approve executive compensation.3. To amend the Articles of Incorporation to increase the number of authorized shares of common stock.4. To re-approve and amend the NIKE, Inc. Long-Term Incentive Plan.5. To ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accountingfirm.6. To consider a shareholder proposal regarding political contributions disclosure.7. To transact such other business as may properly come before the meeting.All shareholders are invited to attend the meeting. Shareholders of record at the close of business on July 23,2012, the record date fixed by the Board of Directors, are entitled to notice of and to vote at the meeting. Youmust present your proxy or voter instruction card or meeting notice for admission.By Order of the Board of DirectorsJohn F. Coburn IIISecretaryBeaverton, OregonJuly 27, 2012Whether or not you intend to be present at the meeting, please sign and date the enclosed proxy and return it in the enclosed envelope,or vote by telephone or over the internet following the instructions on the proxy.NIKE, INC. Š 2012 Notice of Annual Meeting1
Proxy Statement Table of ContentsProxy Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Voting Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4CORPORATE GOVERNANCEPROPOSAL 1 Election of Directors4.7COMPENSATION DISCUSSION AND ANALYSIS13COMPENSATION COMMITTEE REPORT19EXECUTIVE COMPENSATION20PROPOSAL FOR SHAREHOLDER VOTE26PROPOSAL 2PROPOSAL 3PROPOSAL 4PROPOSAL 5PROPOSAL 6Shareholder Advisory Vote on Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26Approval of Increase in Authorized Common Stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26Re-Approval and Amendment of the NIKE, Inc. Long-Term Incentive Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27Ratification of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29Shareholder Proposal Regarding Political Contributions Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30Other Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31Shareholder Proposals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 312
To Our Shareholders:You are cordially invited to attend the annual meeting of shareholders of NIKE, Inc. to be held at the Tiger WoodsConference Center, One Bowerman Drive, Beaverton, Oregon 97005-6453, on Thursday, September 20, 2012, at 10:00A.M. Pacific Time. Registration will begin at 9:00 A.M.The meeting will consist of a brief presentation followed by the business items listed on the attached notice.Whether or not you plan to attend, the prompt execution and return of your proxy card will both assure that your sharesare represented at the meeting and minimize the cost of proxy solicitation.Sincerely,Philip H. KnightChairman of the BoardJuly 27, 2012NIKE, INC. Š 2012 Notice of Annual Meeting3
CORPORATE GOVERNANCEProxy StatementProxy StatementThe enclosed proxy is solicited by the Board of Directors of NIKE, Inc. (“NIKE”or the “Company”) for use at the annual meeting of shareholders to be held onSeptember 20, 2012, and at any adjournment thereof (the “Annual Meeting”).The Company expects to provide notice and electronic delivery of this proxystatement and the enclosed proxy to shareholders on or about August 9,2012.The Company will bear the cost of soliciting proxies. In addition to solicitingproxies by mail, certain officers and employees of the Company, without extracompensation, may also solicit proxies personally or by telephone. Copies ofproxy solicitation materials will be furnished to fiduciaries, custodians andbrokerage houses for forwarding to the beneficial owners of shares held intheir names.All valid proxies properly executed and received by the Company prior to theAnnual Meeting will be voted in accordance with the instructions specified inthe proxy. Where no instructions are given, shares will be voted “FOR” theelection of each of the named nominees for director (Proposal No. 1), “FOR”the proposal regarding an advisory vote to approve executive compensation(Proposal No. 2), “FOR” the amendment to the Articles of Incorporation toincrease the authorized shares of Common Stock of the Company (ProposalNo. 3), “FOR” the re-approval and amendment of the NIKE, Inc. Long-TermIncentive Plan (Proposal No. 4), “FOR” the ratification of the appointment ofPricewaterhouseCoopers LLP as independent registered public accountingfirm (Proposal No. 5), and “AGAINST” the shareholder proposal regardingpolitical contributions disclosure (Proposal No. 6).A shareholder giving the enclosed proxy has the power to revoke it at any timebefore it is exercised by affirmatively electing to vote in person at the meetingor by delivering to John F. Coburn III, Secretary of NIKE, either an instrumentof revocation or an executed proxy bearing a later date.Voting SecuritiesHolders of record of NIKE’s Class A Common Stock (“Class A Stock”) andholders of record of NIKE’s Class B Common Stock (“Class B Stock”) at theclose of business on July 23, 2012 will be entitled to vote at the AnnualMeeting. On that date, 89,892,248 shares of Class A Stock and 363,982,514shares of Class B Stock were issued and outstanding. Neither class ofCommon Stock has cumulative voting rights.Each share of Class A Stock and each share of Class B Stock is entitled toone vote on every matter submitted to the shareholders at the AnnualMeeting. With regard to Proposal No. 1, the election of directors, the holdersof Class A Stock and the holders of Class B Stock will vote separately.Holders of Class B Stock are currently entitled to elect 25 percent of the totalBoard, rounded up to the next whole number. Holders of Class A Stock arecurrently entitled to elect the remaining directors. Under this formula, holdersof Class B Stock, voting separately, will elect three directors, and holders ofClass A Stock, voting separately, will elect nine directors. Holders of Class AStock and holders of Class B Stock will vote separately on Proposal 3.Holders of Class A Stock and holders of Class B Stock will vote together asone class on Proposal Nos. 2, 4, 5 and 6.CORPORATE GOVERNANCEBoard of DirectorsThe Board of Directors is currently composed of nine independent directors,one outside director who is not independent, Philip H. Knight, Chairman of theBoard, and Mark G. Parker, President and Chief Executive Officer. There werefive meetings of the Board of Directors during the last fiscal year. During thefiscal year ended May 31, 2012, each director attended at least 75 percent ofthe total number of meetings of the Board of Directors and committees onwhich he or she served. The Company encourages all directors to attendeach annual meeting of shareholders, and all current directors attended the2011 Annual Meeting.Board CommitteesThe Board’s current standing committees are an Executive Committee, anAudit Committee, a Nominating and Corporate Governance Committee, aFinance Committee, a Corporate Responsibility Committee, and aCompensation Committee, and the Board may also appoint othercommittees from time to time. Each standing committee has a writtencharter; all such charters, as well as the Company’s corporate ebsite(http://investors.nikeinc.com) and will be provided in print to any shareholderwho submits a request in writing to NIKE Investor Relations, One BowermanDrive, Beaverton, Oregon 97005-6453.The Executive Committee is authorized to act on behalf of the Board on allcorporate actions for which applicable law does not require participation bythe full Board. In practice, the Executive Committee acts in place of the fullBoard only when emergency issues or scheduling conflicts make it difficult or4impracticable to assemble the full Board. All actions taken by the ExecutiveCommittee must be reported at the next Board meeting. The ExecutiveCommittee held no formal meetings during the fiscal year ended May 31,2012, but took actions from time to time pursuant to written consentresolutions.The Audit Committee is responsible for the engagement or discharge of theindependent registered public accountants, reviews and approves servicesprovided by the independent registered public accountants, and reviews withthe independent registered public accountants the scope and results of theirannual examination of the Company’s consolidated financial statements andany recommendations they may have. The Audit Committee also reviews theCompany’s procedures with respect to maintaining books and records, theadequacy and implementation of internal auditing, accounting, disclosure,and financial controls, and the Company’s policies concerning financial
CORPORATE GOVERNANCEBoard of Directorsreporting and business practices. The Board has determined that eachmember of the Audit Committee meets all applicable independence andfinancial literacy requirements under the New York Stock Exchange (the“NYSE”) listing standards and applicable regulations adopted by theSecurities and Exchange Commission (the “SEC”). The Board has alsodetermined that Mr. Graf is an “audit committee financial expert” as defined inregulations adopted by the SEC.The Nominating and Corporate Governance Committee identifies individualsqualified to become Board members, recommends director nominees forelection at each annual shareholder meeting, and develops and recommendscorporate governance guidelines and standards for business conduct andethics. The Committee also oversees the annual self-evaluations of the Boardand its committees and makes recommendations to the Board concerningthe structure and membership of the other Board committees. TheCompany’s written policy requires the Nominating and CorporateGovernance Committee to review any transaction or proposed transactionwith a related person that would be required to be reported under Item 404(a)of Regulation S-K, and to determine whether to ratify or approve thetransaction, with ratification or approval to occur only if the Committeedetermines that the transaction is fair to the Company or that approval orratification of the transaction is in the interest of the Company. The Board hasdetermined that each member of the Nominating and Corporate GovernanceCommittee meets all applicable independence requirements under the NYSElisting standards.The Finance Committee considers long-term financing options and needs ofthe Company, long-range tax and currency issues facing the Company, andmanagement recommendations concerning major capital expenditures andmaterial acquisitions or divestments.The Corporate Responsibility Committee reviews significant activities andpolicies regarding labor and environmental practices, community affairs,charitable and foundation activities, diversity and equal opportunity, andenvironmental and sustainability initiatives, and makes recommendations tothe Board of Directors.The Compensation Committee oversees the performance evaluation of theChief Executive Officer and our other Named Executive Officers, andrecommends their compensation for approval by the independent membersof the Board of Directors. The Compensation Committee also grants equityincentive awards under the NIKE, Inc. 1990 Stock Incentive Plan, anddetermines targets and awards under the NIKE, Inc. Executive PerformanceSharing Plan and the NIKE, Inc. Long-Term Incentive Plan. The Committeealso makes recommendations to the Board regarding other executiveincentive compensation arrangements and profit sharing plan contributions.The Board has determined that each member of the CompensationCommittee meets all applicable independence requirements under the NYSElisting standards.The table below provides information regarding membership of each Board committee as of May 31, 2012 and meetings held during fiscal 2012:Director NameElizabeth J. ComstockJohn G. ConnorsTimothy D. CookAlan B. Graf, Jr.Douglas G. HouserPhilip H. KnightJohn C. LechleiterMark G. ParkerJohnathan A. RodgersOrin C. SmithJohn R. Thompson, Jr.Phyllis M. WiseMeetings in Fiscal 2012AuditCompensation Nominating andCorporate GovernanceCorporateResponsibility Chair ChairChair 5 Chair5Finance Executive Chair 13Chair 450Director IndependencePursuant to NYSE rules, in order for a director to qualify as “independent,” theBoard of Directors must affirmatively determine that the director has nomaterial relationship with the Company that would impair the director’sindependence. The Board affirmatively determined that commercial orcharitable relationships below the following thresholds will not be consideredmaterial relationships that impair a director’s independence: (i) if a NIKEdirector or immediate family member is an executive officer of anothercompany that does business with NIKE and the annual sales to, or purchasesfrom, NIKE are less than one percent of the annual revenues of the othercompany; and (ii) if a NIKE director or immediate family member serves as anofficer, director or trustee of a charitable organization, and NIKE’scontributions to the organization are less than one percent of thatorganization’s total annual charitable receipts. After applying this categoricalstandard, the Board of Directors has determined that all directors have nomaterial relationship with the Company and, therefore, are independent,except for Messrs. Knight, Parker, and Thompson. Mr. Knight and Mr. Parkerare executive officers of the Company. Mr. Thompson is not independentpursuant to NYSE rules, because the Company has a contract with his son,who is the head basketball coach at Georgetown University, to provideendorsement and consulting services to the Company, under which theCompany paid to him 258,000 for services, product, and travel from May2011 to April 2012.Director NominationsThe Nominating and Corporate Governance Committee identifies potentialdirector candidates through a variety of means, including recommendationsfrom members of the Committee or the Board, suggestions from Companymanagement, and shareholder recommendations. The Committee also may,in its discretion, engage director search firms to identify candidates.Shareholders may recommend director candidates for consideration by theNominating and Corporate Governance Committee by submitting a writtenrecommendation to the Committee, c/o John F. Coburn III, Secretary, NIKE,Inc., One Bowerman Drive, Beaverton, Oregon 97005-6453. Therecommendation should include the candidate’s name, age, qualificationsNIKE, INC. Š 2012 Notice of Annual Meeting5
CORPORATE GOVERNANCEBoard of Directors(including principal occupation and employment history), and written consentto be named as a nominee in the Company’s proxy statement and to serve asa director, if elected.The Board of Directors has adopted qualification standards for the selectionof independent nominees for director which can be found at our website:http://investors.nikeinc.com. As provided in these standards and theCompany’s Corporate Governance Guidelines, nominees for director areselected on the basis of, among other things, distinguished businessexperience or other non-business achievements; education; significantknowledge of international business, finance, marketing, technology, law, orother fields which are complementary to, and balance the knowledge of,other Board members; a desire to represent the interests of all shareholders;independence; character; ethics; good judgment; diversity; and ability todevote substantial time to discharge Board responsibilities.The Nominating and Corporate Governance Committee identifies qualifiedpotential candidates without regard to their age, gender, race, national origin,sexual orientation, or religion. While the Board has no policy regarding Boardmember diversity, the Nominating and Corporate Governance Committeeconsiders and discusses diversity in selecting nominees for director and in there-nomination of an incumbent director. The Committee views diversitybroadly, including gender, ethnicity, differences of viewpoint, geographiclocation, skills, education, and professional and industry experience, amongothers. The Board believes that a variety and balance of perspectives on theBoard can result in more thoughtful deliberations.In considering the re-nomination of an incumbent director, the Nominatingand Corporate Governance Committee reviews the director’s overall serviceto the Company during his or her term, including the number of meetingsattended, level of participation and quality of performance, as well as anyspecial skills or diversity that such director brings to the Board. All potentialnew director candidates, whether recommended by shareholders oridentified by other means, are initially screened by the Chair of the Nominatingand Corporate Governance Committee, who may seek additional informationabout the background and qualifications of the candidate, and who maydetermine that a candidate does not have qualifications that merit furtherconsideration by the full Committee. With respect to new director candidateswho pass the initial screening, the Nominating and Corporate GovernanceCommittee meets to discuss and consider each candidate’s qualificationsand potential contributions to the Board, and determines by majority votewhether to recommend such candidates to the Board of Directors. The finaldecision to either appoint a candidate to fill a vacancy between AnnualMeetings or include a candidate on the slate of nominees proposed at anAnnual Meeting is made by the Board of Directors.Directors first elected after the 1993 fiscal year must retire by the age of 72.Shareholder Communications with DirectorsShareholders or interested parties desiring to communicate directly with theBoard of Directors, with the non-management directors or with any individualdirector may do so in writing addressed to the intended recipient or recipients,c/o John F. Coburn III, Secretary, NIKE, Inc., One Bowerman Drive,Beaverton, Oregon 97005-6453. All such communications will be reviewed,compiled as necessary, and then forwarded to the designated recipient orrecipients in a timely manner.Board Leadership StructureNIKE’s governance documents provide the Board with flexibility to select theappropriate leadership structure of the Company. In determining theleadership structure, the Board considers many factors, including the specificneeds of the business, fulfilling the duties of the Board, and the best interestsof the Company’s shareholders. In 2004, the Board of Directors chose toseparate the position of Chairman of the Board from the position of Presidentand Chief Executive Officer (“CEO”), although this is not a permanent policy ofthe Board. The Chairman, Mr. Knight, presides over meetings of the Board ofDirectors and shareholders. The CEO, Mr. Parker, is in charge of the generalsupervision, direction, and control of the business and affairs of the Company,subject to the overall direction and supervision of the Board of Directors andits committees.The Board believes this leadership structure is appropriate for the Companybecause it separates the leadership of the Board from the duties ofday-to-day leadership of the Company. In particular, it permits Mr. Parker tofocus his full time and attention to the business, the supervision of which hasbecome increasingly complex as the Company has grown. In addition, thestructure permits Mr. Knight to direct his attention to the broad strategicissues considered by the Board of Directors. Further, with his significantCompany experience and ownership of Common Stock, Mr. Knight isparticularly well-suited as Chairman, helping to align the Board with theinterests of shareholders.The chairs of Board committees play an active role in the leadership structureof the Board. The Nominating and Corporate Governance Committee and theBoard endeavor to select independent committee chairs who will providestrong leadership to guide the important work of the Board committees.Committee chairs work with senior executives to ensure that committees arediscussing the key strategic risks and opportunities for the Company.The Nominating and Corporate Governance Committee has determined thatgiven the separation of the positions of Chairman and CEO, and the strongleadership of experienced chairs of each of the Board committees, a leaddirector would not improve the effectiveness of the Board at this time. Apresiding director is appointed to chair executive sessions ofnon-management directors (consisting of all directors other than Mr. Knightand Mr. Parker). The position of presiding director is rotated among the chairsof the various Board committees, other than the Executive Committee. Thecurrent presiding director at the executive sessions is Mr. Cook. Executivesessions are regularly scheduled and held at least once each year. For all ofthese reasons, the Board believes this leadership structure is optimal and hasworked well for many years.The Board’s Role in Risk OversightWhile the Company’s management is responsible for day-to-daymanagement of the various risks facing the Company, the Board of Directorstakes an active role in the oversight of the management of critical businessrisks. The Board does not view risk in isolation. Risks are considered invirtually every business decision and as part of NIKE’s business strategy. TheBoard recognizes that it is neither possible nor prudent to eliminate all risk.6Purposeful and appropriate risk-taking is essential for the Company to becompetitive on a global basis and to achieve its strategic objectives.The Board implements its risk oversight function both as a whole and throughcommittees, which play a significant role in carrying out risk oversight. Whilethe Audit Committee is responsible for oversight of management’s riskmanagement policies, oversight responsibility for particular areas of risk is
CORPORATE GOVERNANCEPROPOSAL 1allocated among the Board committees according to the committee’s area ofresponsibility as reflected in the committee charters. In particular: The Audit Committee oversees risks related to the Company’s financialstatements, the financial reporting process, accounting, and legal matters.The Committee oversees the internal audit function, reviews a risk-basedplan of internal audits, and reviews a risk-based integrated audit of internalcontrols over financial reporting. The Committee meets separately with theVice President of Corporate Audit, representatives of the independentexternal auditor, and senior management. The Compensation Committee oversees risks and rewards associated withthe Company’s compensation philosophy and programs, executivesuccession plans, and executive development. The Finance Committee oversees financial matters and risks relating tobudgeting, investments, access to capital, capital deployment, acquisitionsand divestitures, currency risk and hedging programs, and significantcapital projects. The Corporate Responsibility Committee oversees issues that involvereputational risk to the Company, including community engagement,manufacturing health and safety, environmental sustainability, and diversity. The Nominating and Corporate Governance Committee oversees risksassociated with company governance, including NIKE’s code of businessconduct and ethics, compliance programs, and the structure andperformance of the Board and its committees.Each committee chair works with the senior executive assigned to assist thecommittee to develop agendas for the year and for each meeting, payingparticular attention to areas of business risk identified by management, Boardmembers, internal and external auditors, and in their committee charter, andto schedule agenda topics, presentations, and discussions periodicallyregarding business risks within their area of responsibility. At meetings, thecommittees discuss areas of business risk, the potential related impacts, andmanagement’s initiatives to manage business risk, often within the context ofimportant business decisions. Through this process key business risk areasare reviewed at appropriate times, with some topics reviewed on severaloccasions throughout the year. At every Board meeting the chair of eachcommittee reports to the full Board its discussions and actions, includingthose affecting the oversight of various risks.The Company believes that its leadership structure, discussed in detail above,supports the risk oversight function of the Board. Strong directors chair thevarious committees involved in risk oversight, there is open communicationbetween management and directors, and all directors are involved in the riskoversight function.Code of Business Conduct and EthicsThe NIKE Code of Ethics (“Code”) is available at the Company’s website(http://investors.nikeinc.com) and will be provided in print without charge toany shareholder who submits a request in writing to NIKE Investor Relations,One Bowerman Drive, Beaverton, Oregon 97005-6453. The Code applies tothe Company’s chief executive officer and senior financial officers, and to allother Company directors, officers and employees. The Code provides thatany waiver of the Code may be made only by the Board. Any such waiver infavor of a director or executive officer will be publicly disclosed. The Companyplans to disclose amendments to, and waivers from, the Code on theCompany’s website: http://investors.nikeinc.com.Proposal 1 Election of DirectorsA Board of 12 directors will be elected at the Annual Meeting. All of thenominees were elected at the 2011 annual meeting of shareholders. Directorswill hold office until the next annual meeting of shareholders or until theirsuccessors are elected and qualified.Alan B. Graf, Jr., John C. Lechleiter, and Phyllis M. Wise are nominated by theBoard of Directors for election by the holders of Class B Stock. The other ninenominees are nominated by the Board of Directors for election by the holdersof Class A Stock.Under Oregon law, if a quorum of each class of shareholders is present at theAnnual Meeting, the nine director nominees who receive the greatest numberof votes cast by holders of Class A Stock and the three director nomineeswho receive the greatest number of votes cast by holders of Class B Stockwill be elected directors. Abstentions and broker non-votes will have no effecton the results of the vote. Unless otherwise instructed, proxy holders will votethe proxies they receive for the nominees listed below. If any nomineebecomes unable to serve, the holders of the proxies may, in their discretion,vote the shares for a substitute nominee or nominees designated by theBoard of Directors.The Corporate Governance Guidelines adopted by the Board of Directorsprovide that any nominee for director in an uncontested election who receivesa greater number of votes “withheld” from his or her election than votes “for”such election shall tender his or her resignation for consideration by theNominating and Corporate Governance Committee. The Committee shallrecommend to the Board the action to be taken with respect to theresignation. The Board will publicly disclose its decision within 90 days of thecertification of the election results.Background information on the nominees as of July 13, 2012, including someof the attributes that led to their selection, appears below. The Nominatingand Corporate Governance Committee has determined that each directormeets the qualification standards described in the section entitled “DirectorNominations” above. In addition, the Board firmly believes that theexperience, attributes, and skills of any single director should not be viewed inisolation, but rather in the context of the experience, attributes, and skills thatall director nominees bring to the Board as a whole, each of which contributesto the function of an effective Board.NIKE, INC. Š 2012 Notice of Annual Meeting7
CORPORATE GOVERNANCEPROPOSAL 1Nominees for Election by Class A ShareholdersElizabeth J. ComstockPhilip H. KnightMs. Comstock, 51, a director since 2011, is Senior Vice President and ChiefMarketing Officer of General Electric Company (“GE”). At GE, she wasappointed Vice President, Communications, NBC News Communications in1994, Senior Vice President, NBC Corporate Communications in 1996, VicePresident of Corporate Communications in
You are cordially invited to attend the annual meeting of shareholders of NIKE, Inc. to be held at the Tiger Woods Conference Center, One Bowerman Drive, Beaverton, Oregon 97005-6453, on Thursday, September 20, 2012, at 10:00 A.M. Pacific Ti
